GAMECHANGERS MAGAZINE SEVEN / SEVENTEEN

Page 1


12th Annual

11 & 12 April 2017 | Dusit Thani, Dubai, UAE

Stability, Authenticity and Technological Transformation KEYNOTE SPEAKERS

Abdulla Mohammed Al Awar Chief Executive Officer Dubai Islamic Economy Development Centre

Salmaan Jaffery Chief Business Development Officer Dubai International Financial Centre Authority

STRATEGIC PARTNER

Key Features The exclusive launch of the World Takaful Report 2017

WTC IS A BRAND OF

InsurTech Integrated – a one day dedicated stream focused on the impact of disruptive technologies on the Takaful industry

Live polling on key issues gravitating around Takaful

@WorldTakaful #WorldTakaful17 WTC17.COM


we make you look great

A custom publication is your organisations best marketing material,

and we create great publications.

Email: Gamechangers@acq5.com

To start a conversation about your publication.

3 Gamechangers


CONTENTS cover

54

THE COMPANY MAKING STRIDES IN FEMALE FOCUSED-MEDICINE

50

Can respect be the key to global growth in the pharmaceutical industry?

60 A new way to invest in fine art

GameChangers™ welcomes news and views from its readers. Correspondence should be sent to gamechangers@acq5.com For more information about GameChangers™ visit www.acq5.com/posts/ gamechangers/ GameChangers™ Copyright © 2017 GameChangers™ No part of this magazine may be reproduced, stored in a retrieval system or transmitted in any form without permission. SAFE HARBOR The interviews in this publication may contain certain forward looking statements with respect to the financial condition, results of operations of the businesses profiled. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. There are a number of factors which could cause actual results or developments to differ materially from those expressed or implied by these forward looking statements and forecasts. The statements may have been made with reference to forecast price changes, economic conditions and the current regulatory environment. Nothing in these announcements should be construed as a profit forecast.

Gamechangers 4


30

70

CPI PROPERTY GROUP ANNOUNCES THE COMPLETION OF THE ACQUISITION OF A RETAIL PORTFOLIO

Smart thinking: Smart watches and speakers will be the next retail battleground, says e-commerce expert

69 TIME CRITICAL LOGISTICS BRAND COMPLETES MBO

How developing countries can make a new stock exchange successful, according to new research

TEAM David Rogan - President & Editor-In-Chief Jon Van Dyke - Editorial Director James Wiltshire - Publisher EDITORIAL J Robson - Editor-At-Large L. B. Kooler - Deputy Editor P Ramone - Senior Editor J LaRusso - Copy Chief M-C Fisher - Editorial Assistant B Sancheze - Senior Staff Writer ADVERTISING A Bott - Digital Advertising Director J Downey - Advertising Director Z Wolfel - Business Development Director C Thomas - Account Executive H Smith - Account Executive ADMINISTRATION A Kessler - Finance & Admin Director T Dolby - Technology Manager P Hughes - Operations Coordinator T. A. Black - Office Manager

5 Gamechangers


BRIEF

GIDE ADVISES DTZ INVESTORS FRANCE ON THE SETTING-UP OF A FRENCH AIFMUÉ DTZ Investors France, a real estate investment manager that is part of the Cushman & Wakefield group with EUR 3.3 billion of real estate assets under management, was advised by Gide on its successful application for an AIFM licence for its new subsidiary, DTZ Investors REIM. The new portfolio management company, which obtained its licence as of 23 February 2017 from the French Financial Markets Authority, will mostly manage professional real estate investment funds (organismes professionnels de placements collectifs immobiliers) in France. DTZ Investors REIM targets to manage up to EUR 1 billion of assets by next year. The Gide team comprised managing partner Stéphane Puel, counsel Guillaume Goffin and associate Clothilde Beau.

LACK OF WATER IS PARALYZING INVESTMENTS $320 million is the value of investments in hotel projects in the touristic development pole Gulf of Papagayo that have failed to start due to lack of water. Unable to present a letter of guarantee of water resources, 11 tourism development projects planned for the Gulf of Papagayo in Guanacaste, have failed to start. Lack of water is a problem that has affected the development of the area for years. Furthermore, “...Nine concessions with 11 hotels on the Papagayo development center in Liberia and Carrillo are stalled. Of those hotels, four have already completed their paperwork phase, and seven have not even started that stage due to the impossibility of submitting a letter ensuring that water resources are available.” Nacion.com reports that “...The four that have already undertaken the official processes have a combined investment of $174 million. They are the hotels Melia Paradisus Papagayo, with a $90 million project with 412 rooms; Yu Papagayo, with $22 million and 151 rooms; The Point, with $55 million and 150 rooms; and the expansion of the Grand Papagayo, with $7.8 million and 60 additional rooms, according to data from the tourism pole department. The other five concessions with seven hotels have a combined value of $145.7 million. Among these are the hotels Punta Mar, Costa Mona and two Altepe hotels and three condohotels.” In regards to possible solutions, authorities at the Aqueducts and Sewers department explained that in 2018 it is expected that the aqueduct Las Trancas will be completed, which will supply the tourist resort area and neighboring communities.

Gamechangers 6

Yamileth Astorga, chief executive of AyA, told Nacion.com that “... the solution is so close that next Wednesday the board of this entity will be chosing the construction company from among final three bidders.”

TIKEHAU CAPITAL CELEBRATES SUCCESSFUL LISTING ON EURONEXT Market capitalisation €1.5 billion Euronext welcomed asset management and investment group Tikehau Capital’s listing in Compartment A of its regulated market in Paris. Tikehau Capital was founded in Paris in 2004 and manages assets totalling nearly €10 billion. It has built its growth on four asset categories: private debt, real estate, private equity and liquid strategies (bond management/diversified management and equities). Tikehau offers its clients - both institutional and private investors - alternative investment opportunities targeting long-term value creation. The company is using this listing and a public tender offer of its subsidiary Salvepar1 to consolidate its operations and enable a better understanding of its business model, which stands out for its capacity to allocate capital across its four business lines and its a typical profile as a multi asset-class investor. Tikehau Capital (ticker code: TKO) was listed through the admission to trading on 7 March 2017 of a total of 70,888,284 shares. The offering price was set at €21 per share. The company’s market capitalisation on the day of listing was around €1.5 billion. “We are delighted to list today on Euronext Paris, in a new and important step in the history and growth of Tikehau Capital,” said company co-founders Antoine Flamarion and Mathieu Chabran at the listing ceremony. “Consolidating our asset management and investment businesses and simplifying our shareholder structure and governance will benefit us as we step up the pace of growth. Listing offers an additional visibility and trust factor for our investor clients.” “We would also like to welcome the Fonds Stratégique de Participations which is joining our shareholder base, and extend warm thanks to all our shareholders, old and new, our partners, and our employees for their support and contributions to the success of this operation.”


BRIEF

LAMONT PRIDMORE WARN HIGH EARNERS ABOUT HMRC RAIDS Higher rate taxpayers have been warned by leading Cumbrian accountants Lamont Pridmore to be vigilant over their tax affairs. The warning comes after new data from HM Revenue & Customs (HMRC) shows that its Affluent Unit took an additional £438 million pounds of high earners. Off the back of this success the Unit, which investigates the tax affairs of UK residents with an annual income of more than £150,000 or a net worth of over £1 million, is to gain an additional 20% funding boost from the Government. Last year the Government also stepped up its pursuit of small to medium-sized business and in the year to March 2016 brought in an extra £468 million as a result.

Warning businesses and high earners, Lamont Pridmore’s Chief Executive, Graham Lamont said: “It is no secret the Government and HMRC are trying to close the UK’s expansive tax gap through targeting specific, sometimes vulnerable groups. “It is commonly accepted that the gap for larger corporate firms has closed as far as it can without putting off inward investment to the UK, so now they have turned their sights elsewhere.” Lamont Pridmore’s Head of Tax, Russ Cockburn, is a former HMRC Inspector of Taxes specialising in protecting high earners and SMEs from HMRC investigations, which puts the firm in a unique position to advise a wide range of businesses and individuals. Chris Lamont, Partner at Lamont Pridmore, added: “Our Game Keeper turned Poacher Russ Cockburn is an expert in tax investigations and has a long history of helping clients. “He can ensure that records are kept up to date and affairs are in order and not open to investigation. We also offer a specialist Tax Investigation Service Protection Plan so that all fees are paid should the ‘taxman’ come knocking.”

CMS EUROPEAN M&A STUDY: M&A ROBUST IN 2016 AND CONTINUING TO PROVIDE OPPORTUNITIES IN 2017 ALTHOUGH BUYERS WILL TAKE ON LESS RISK • In 2016, the number of deals in Europe remained constant, despite lower M&A value; Europe saw more deals than any other region, including North America • European M&A will continue to provide opportunities in 2017 although buyers will be more cautious about risk allocation • The Study looks at risk allocation including general trends, regional differences and deal size impact in more than 3,200 CMS deals CMS, one of the top international law firms, has published its CMS European M&A Study 2017, in which it analyses more than 3,200 of its non-listed European public and private company deals. Generally, the deals climate in 2016 was similar in value and volume to 2014, a good year, but not as frothy as 2015. Q4 was the best quarter for 2016, with inbound deals into Europe exceeding the previous year by 36% in value terms. Asian investors remained highly interested in European targets. Overall in 2016, Europe saw more deals than any other region including North America. The Study reveals changes in risk allocation in 2016 compared with 2015. Stefan Brunnschweiler, Head of the CMS Corporate/ M&A Group, commented, ”Buyers are becoming more cautious. The 2016 results show all the signs of buyers taking on less risk and leaving more residual risk with sellers, reversing the steady trend in favour of sellers seen since 2010.” According to the Study, risk allocation issues differ according to deal size. Different norms apply depending on the size of the deal. For example: In the larger EUR 100m+ deals, earn-outs are rarer and liability caps are proportionately lower. 2016 also saw a record year for earn-outs in virtually every territory, with most buyers no longer prepared to pay a full price upfront. 22% of analysed deals had an earn-out component. The highest proportion of earn-outs was in innovative sectors such as Lifesciences (33%), TMC (28%), Consumer Products (26%) and Industry (26%). Earn-outs are almost three times as likely to be used in smaller deals under EUR 100m (23%) than in bigger deals over EUR 100m (8%). The seller’s liability cap, which was on a downward trend in previous years, has now stabilised. The three territories with the most number of deals have seen an increase in the number of deals where the seller’s liability cap is more than 50% of the purchase price in 2016 compared with 2015: German-speaking countries (33% to 38%), UK (53% to 55%) and France (20% to 30%). Also, the limitation periods for seller liability have become longer, with a greater number of deals having limitation periods exceeding two years. The Study additionally highlights differences in practice within Europe. In the German-speaking countries, earn-outs continued to be popular with 25% of

7 Gamechangers


BRIEF deals containing earn-out provisions. In France, there were low liability caps with 70% of deals having a seller liability cap of 25% or less than the sale price. In the UK, deals with earn-outs almost doubled in popularity compared with 2015 (20% from 12%). According to the Study, North American buyers will be increasingly incentivised to make deals at home, with growing opportunities in a newly protected and lower tax US environment. As the priorities of the new US administration become clear, specifically the ”America First” policy, most commentators believe there will be a short to mid-term boom in US based M&A. Stefan Brunnschweiler, “Since 2010, we’ve analysed thousands of our European deals across a number of sectors. The insights that we’ve gained have brought significant benefits to our clients when negotiating their M&A deals. While companies will still have to deal with business challenges such as digitisation and changing business models, they will also be faced with a certain amount of political uncertainty caused by the French, Dutch and German elections as well as the impact of Brexit this year. However, we believe that European M&A will continue to provide opportunities in 2017.” Looking at opportunities in the UK market, there is room for optimism as Martin Mendelssohn, CMS UK Corporate Partner, explains: “We are seeing a very active UK market with deal value up 25% in Q1 of 2017 compared with 2016 and there is actual or rumoured takeover activity in a number of sectors including financial services, pharma, consumer and energy. Public market equity value is giving listed companies a lot of confidence.” “In the private M&A market, however, buyers are increasingly showing a cautious attitude by the way risk is allocated between sellers and buyers on private M&A deals as they contemplate medium term uncertainty due to the unknown consequences of Brexit,” Martin Mendelssohn adds. In the latest Study, CMS analyses over 3,200 deals, focusing on 443 CMS deals in 2016 and 2,045 CMS deals in the period 2010 – 2015. For comparative purposes, the data has been divided into four European regions: Benelux, Central and Eastern Europe, German-speaking countries and Southern Europe. France and the United Kingdom are individual categories.

PARTNERS GROUP WARNS HIGH VALUATIONS HITTING PRIVATE EQUITY RETURNS Partners Group, one of Europe’s largest private equity fund managers, has warned record-high valuations are having a negative impact on future returns for private equity players. The warning emerged as the Baar-Zug, Switzerland-based company proposed an increased dividend of SFr15 per share thanks to higher performance fees. Revenues rose to SFr973m in 2016 compared to SFr619m a year earlier. Performance fees increased to SFr294m last year compared to SFr64m in 2015, representing 30 per cent of total revenues in 2016 (versus 10 per cent in 2015). André Frei, co-chief executive officer at Partners Group, said the solid growth in performance fees was a result of the “increased maturity” of the company’s portfolios and the solid performance achieved over the last six to nine years. Mr Frei said in a statement, “While clients will remain the principle beneficiaries of the returns generated in the underlying portfolios, higher performance fees stemming from such returns also benefit the firm’s shareholders.” However, Christoph Rubeli, the company’s other co-chief executive officer, warned of the impact of high valuations of assets to the future returns in the industry. He said, “Valuations have been pushed up in all markets, in certain segments to record highs. Headwinds stemming from high valuations have also had a lowering impact on prospective future returns in private markets.” He said the industry could offset this by engaging in “active ownership, a long-term investment horizon and the ability to create value”.

Gamechangers 8


BRIEF

MEYER BURGER AWARDED FURTHER CONTRACT FOR AROUND CHF 15 MILLION FROM AN EXISTING CUSTOMER FOR THE INDUSTRY-LEADING MB PERC CELL UPGRADE TECHNOLOGY Meyer Burger awarded further contract for around CHF 15 million from an existing customer for the industry-leading MB PERC cell upgrade technology. The demand for Meyer Burger’s MB PERC cell upgrade technology continues with a contract from an existing Asian customer for the delivery, installation and commissioning of the MAiA 2.1 upgrade cell coating platform. The contract volume is around CHF 15 million. Meyer Burger Technology Ltd (SIX Swiss Exchange: MBTN) announced the successful conclusion of a further important contract with an existing Asian customer for MB PERC on the MAiA 2.1 technology platform. This contract further confirms the strong demand for cell upgrade technology and Meyer Burger’s position as market leader for PERC. With the MAiA technology platform, the customer plans to increase its production volume of high efficiency cells. The contract volume is around CHF 15 million. Delivery and commissioning of the equipment is scheduled to begin in the second quarter of 2017.

SENIOR BANK-LED MARKET CONTINUES FIGHT BACK AGAINST NON-BANK LENDERS Bi-annual AlixPartners mid-market debt survey reveals conditions in the European debt market are stronger than at any time since 2007 European debt markets remained buoyant, despite geopolitical upheaval over the last 12 months, and continued to edge towards levels not seen since 2007, according to the bi-annual mid-market debt study from AlixPartners. Analysis from the global business advisory firm reveals that overall European mid-market deal activity was up 1% to 460 masking an 11% decrease in UK deals to 288 in 2016. Jacco Brouwer, Head of Debt Advisory at AlixPartners said, “Last year was marked by major political upheaval, a degree of macro-economic uncertainty and higher levels of distress in sectors such as oil & gas and shipping. However, despite this, debt markets remained buoyant in 2016, supporting increasingly borrower-friendly terms, with downward pressure on pricing and credit protection. There are currently few signs of the market softening due to the continued imbalance between supply and demand. However, we are seeing increased caution in certain sectors, such as consumer and retail and we believe default levels are likely to rise in the mid-term.” Refinancing and dividend recaps accounted for 31% of deal purposes, down slightly from 32% in 2016. This is in contrast to the large cap market where there has been a significant increase in refinancing and repricing activity. All-senior banking structures have prospered over the last 12 months, accounting for 71% of all deals in 2016 compared to 66% in 2015. This market share was taken from the unitranche product (decreasing from 23% to 19% in 2016) and mezzanine structures (decreasing from 4% in 2015 to 2% in 2016). This decline in share for unitranche appears

to be driven by borrowers trading leverage for increasingly competitive senior terms with all TLB structures increasingly prevalent in mainstream banking deals, even been observed in some lower mid-market transactions (debt less than €20 million). Although the majority of unitranche deals continue to be completed in the UK (47% of all such deals tracked in 2016), overall numbers have fallen to 93 in 2016. This compares to a record level of 120 in 2015. Contrary to the UK, unitranche deal volumes were up in France bolstered by Tikehau IM (six deals) and Alcentra (five deals). Overall, senior banks are combatting the threat of non-bank lending, which has seen certain PE funds seek less leverage on deals in the last 12 months, conscious of the macro uncertainty at play across Europe and also exploiting attractive bank structures. HSBC and RBS together accounted for just under 50% of all UK bank deals in 2016. Consistent with previous years, HSBC continues to lead the mid-market with 73 deals reported in the UK, compared to 62 in 2015. In contrast, overall deal count amongst the remaining UK lenders fell by 25%. The proportion of European deals above €150 million decreased from 31% in 2015 to 21% in 2016. However, non-bank lenders were more active in this segment and participated in approximately half of these deals in both years as funds have continued to stray into the syndicated space, writing ever larger bilateral cheques in order to execute deals. Larger deals included the GSO-funded merger of Reichhold / Polynt for $625 million and refinancing of Towry for £435 million, led by ICG. The last 12 months have also been marked by an increasing diversity and volume of funds, coupled with ever larger fund sizes from the more mature non-bank lenders.

9 Gamechangers


BRIEF With an estimated €55 billion of capital to deploy and ever increasing competition in the non-bank lending space, certain funds have sought to differentiate through specialisation including Beechbrook Capital (UK sponsorless SME), IPF Partners (healthcare) and some examining asset backed lending. Despite the increasing number of private funds, the top ten non-bank lenders market share has increased from 51% in 2015 to 60% in 2016. The most active of these are Tikehau IM (38 deals), Ares (27 deals), Alcentra (18 deals), and both Muzinich and HayFin (13 deals each).

Tom Cox, Director, Debt Advisory at AlixPartners said, “Notwithstanding a senior-led bank fightback the proliferation of private debt funds in the mid-market has continued to grow in 2016. While unitranche volumes were down this may have been a function of borrowers taking a more cautious approach to leverage given economic uncertainty, coupled with the banks seeking to preserve market share. Nevertheless the larger credit funds have maintained deployment by providing larger €200 million + unitranche structures on a sole or club basis, encroaching on the larger syndicated mid cap market.”

ABU DHABI GLOBAL MARKET AND PWC COLLABORATE ON FINTECH ABU DHABI SUMMIT Abu Dhabi Global Market (ADGM), the international financial centre in Abu Dhabi, is pleased to partner with PwC to launch the inaugural FinTech Abu Dhabi Summit in October 2017. The FinTech Abu Dhabi Summit, to be organised alongside with key Abu Dhabi institutions and industry partners, is part of ADGM’s FinTech initiatives and line-up of local and international activities, which kicked off in November 2016 and to continue for the rest of 2017. The FinTech Abu Dhabi series of events is an extension of ADGM’s commitment to bring together local and global financial institutions, FinTech start- ups and participants, investors, regulatory agencies and the business community to network, collaborate and exchange expertise and knowledge in FinTech developments in Abu Dhabi, the wider MENA region and internationally. It is ADGM’s ambition to support Abu Dhabi as the FinTech hub and nexus for the MENA and GCC region based on its strength as a financial centre, an internationally-recognised regulatory environment, conducive business climate, and availability of capital and talent management. ADGM recognised that a sustainable, vibrant innovation ecosystem is a shared responsibility among industry participants and stakeholders. Richard Teng, Chief Executive Officer of the Financial Services Regulatory Authority of ADGM said, “We are pleased to collaborate with PwC to develop a forward-thinking and world-class summit that will define the vision of FinTech in the MENA region. Having successfully launched the Regulatory Laboratory in November last year, the FinTech Abu Dhabi Summit will be designed as a catalyst event that provides immersion and discussions that will challenge the stakeholders to think ahead of the ecosystem needed to support FinTech innovation. It will be an open platform that supports greater collaboration and valuable networking across ecosystem players and builders. ADGM will continue to play its part as an international financial centre and regulator in fostering the right and conducive Fintech environment for innovators, financial institutions and companies to succeed together.” Haskell Garfinkel, PwC Partner and FinTech Co-Lead said, “We are excited to collaborate with ADGM to highlight Abu Dhabi’s strengths as a regional FinTech Hub and develop the framework and commitments needed for FinTech innovation to thrive in the MENA and GCC region. The FinTech Abu Dhabi Summit will reinforce the benefits of ADGM’s regulatory framework, showcase its RegLab participants, and convene global and regional leaders across the innovation landscape to shape the vision of ADGM’s FinTech Future.” Leveraging the global expertise and network of PwC and ADGM’s partners, the Summit will feature distinguished influencers, leaders and entrepreneurs from the GCC region, London, Asia, the United States of America and others. The Summit will cover key sectors and topics of FinTech, including payment services and market infrastructure, enabling financial inclusion, deposits, lending and capital raising, investment management, FinTech Regulations, advisor-client relationship, serving the un(der)banked and others, which are trending and most relevant to the region. The Summit is part of the larger FinTech Abu Dhabi event that will feature other components including a Hackathon, Demo Day, and FinTech Awards presentation.

Gamechangers 10


BRIEF

EWISE AND TSWG DRIVE DIGITAL BANKING INNOVATION WITH NEW PARTNERSHIP Leading Australian digital banking FinTech TSWG (The System Works Group), has integrated their Digital Play Platform with eWise Aegis data aggregation technology. The partnership offers banks, mutual banks, credit unions and building societies omni-channel banking solutions, allowing end-users to aggregate all of their financial accounts into a single dashboard. TSWG’s Digital Play Platform (DPP) is a highly configurable and responsively designed online banking solution that enables a financial institution to connect with existing and new customers. Seamlessly integrated with core banking and enterprise systems, as well as third-party systems, Digital Play delivers a comprehensive suite of banking functions. Moving beyond transaction-based, first generation solutions, Digital Play Banking provides new opportunities to identify customer needs, personalise offerings and adapt to ever-changing consumer expectations. As a modular and component based platform, Digital Play gives the financial institution the flexibility to incrementally and continually develop its digital offerings with mobile, originations & digital marketing capabilities. TSWG integrates and leverages eWise Aegis data aggregation, offering a comprehensive digital banking experience to end-users. The Digital Play Platform allows users to aggregate, manage and share their financial accounts from multiple institutions. Consumers can access all their bank accounts, investments, superannuation or pension funds, utility providers, credit cards and loyalty programs on one screen, on the go. The solution enables users to get a truly global view of their financial health.

“Together we saw an opportunity to improve the Australian digital banking landscape, enhancing Digital Play with powerful Account Aggregation capabilities designed to deliver end-users with more comprehensive services.” said David Hamilton, CEO of eWise. “TSWG Digital Banking clients will now be able to offer their customers a world-class digital banking experience and a broad range of new and innovative value added services no matter who they bank with.” TSWG’s CEO, John Williams said: “We are delighted to formalise our long standing relationship with eWise and thrilled to see the two organisations working closely together to promote our best of breed technologies for aggregation services via digital delivery channels for the finance sector in the Asia Pacific.” TSWG and eWise have been working together since 2013, delivering market-leading solutions to customers such as RAMS Financial Group. The eWise Aegis platform is based on the “The Secure Network Access” patent, which allows users to perform data aggregation on their own device without disclosing their online credentials to a third-party, putting the customer at the centre of their personal data. The eWise Aegis platform is an API based Software Development Kit (SDK) providing TSWG with a secure and comprehensive financial data aggregation platform, enabling an ‘Open Banking ’model. eWise data aggregation technology is the only account aggregation technology implemented by licensed banks in Australia under the Australian Securities & Investments Commission. Retail bank Westpac has been a customer of eWise since 2001.

TWO-THIRDS OF SOLICITOR’S LETTERS RESULT IN PAYMENT WITHIN SEVEN DAYS FOR SMALL BUSINESSES CHASING LATE INVOICES Enhanced Ormsby Street tools take the cost and strain away from small business cash collection Small businesses chasing payment for overdue invoices achieve significantly better results by sending solicitor’s letters, known as a letter before action (LBA), according to new research from fintech firm Ormsby Street. Two-thirds of LBAs sent will result in a small business being paid within seven days, while two-thirds of overdue invoices will remain unpaid after one month if no LBA is sent, according to the research conducted across Ormsby Street’s 30,000-strong customer base.

With the average time for an invoice to be paid to a small business standing at 72 days, and the average amount of an overdue invoice more than £6,000, late payment is a major issue for many small businesses in the UK. “Going to court over late payment is really a last resort, but a solicitor’s letter is a highly effective method of retrieving payment on overdue invoices,” said Martin Campbell, MD, Ormsby Street. “Many small businesses have been put off using LBAs, believing them to be costly and time consuming. That’s why we are making it much easier for small businesses to send a LBA via CreditHQ.”

The findings suggest that the sending of a solicitor’s letter typically results in money being paid around 21 days sooner than taking no action. However, the cost of sending such a letter can be up to £50 if a small business simply engages their solicitor, a prohibitive cost for most SMEs. Ormsby Street is introducing a new feature to its award-winning creditchecking tool CreditHQ, that allows customers to send solicitor’s letters via email, working in partnership with national law firm Shoosmiths, whose partner Karen Savage believes LBAs should be far more commonly deployed by small businesses than they are currently:

11 Gamechangers


BRIEF

“Without exception, a well worded LBA sent by a professional and reputable law firm has a significant impact in bringing payment to the fore.” “It gives a debtor notice that court action will be taken if payment is not made by a specified date, and the fact that the letter is sent by a law firm makes the debtor feel that the case is much closer to court, and in a large proportion of cases prompts payment. The benefit of CreditHQ is that extremely competitive fee structures have been agreed because of the volume of referrals that pass through it.”

CreditHQ users simply have to raise the letter request within the CreditHQ tool with a few clicks, and the letter will be delivered by email the next working day, all covered within the monthly subscription fee. Currently, just one-third of small businesses include sending LBAs as a core part of their debt collection process, a figure that should be much higher, according to Ormsby Street’s Martin Campbell: “Late payment can be hugely stressful for any small business owner and they need to do all they can to protect themselves against this. Knowing who is likely to pay late and establishing

different payment terms is the best option to prevent it, but for any small business already suffering from late payment, sending an LBA is a great way to indicate to customers that you’re on top of your business and that you expect to be paid on time.” “In a world where cash is tight everywhere and accounts departments at customer firms seem to think it’s their duty to break contracted terms in order to hang on to cash a few days longer, it’s a great way to indicate gently but firmly that you expect a customer to pay on time.”

LATEST FCA COMPLAINTS REPORT THROWS SPOTLIGHT ON FAST COMPLAINTS RESOLUTION BETWEEN FINANCIAL SERVICES FIRMS AND CUSTOMERS Complaints data released by the FCA estimates that the total number of complaints decreased in the second half of last year by 14 percent, although changes in the way FCA measures complaints means that the number has gone up. A key new metric reveals firms’ ability to close complaints within three days, highlighting the increased pressure on firms to respond in real-time and to fast-track communication. The FCA report highlighted that 43 per cent of complaints were closed in this time period, rising to 63 per cent when PPI claims are excluded. According to the FCA complaints data report, which helps assess how well financial services treat their customers over time, the largest number of complaints were related to general administration and customer service. 40 per cent of complaints are related to this topic, up from 27 per cent in the first six months of last year. Bhupender Singh, CEO of Intelenet Global Services, and comments: “Poor customer experience costs banking and financial services £5.81 billion. Changing customer expectations put pressure on financial services firms to offer a round the clock service and many firms have adopted new technology solutions in response. “The emergence of voice assistants and chatbots offer a new way of communicating with customers but firms mustn’t ignore the continued need to provide the possibility of speaking to a well-trained customer service professional. The technologies that will help firms to reduce friction in customer service are those, which boost the efficiency of back-end administration so that agents can respond more quickly to customers. A harmonious blend of human interaction with digital tools should be the aim. Financial services companies should focus on modernising their IT infrastructure through automation so staff can redirect their focus to the customer, by taking away the headache of the more mundane repetitive tasks. “Although we are seeing a trend in the total number of complaints reducing, financial services firms need to be constantly on top of the customer experience they offer. Automation matches speed with quality service and gifts banks with the agility their Fintech competitors have to ensure customer retention. Banks have an established customer base compared to new entrants, but in order to gain brand value they need to ensure they can service customers as efficiently and effectively as possible.” Bhupender continues: “Customer Service inefficiencies are mirrored with high costs. Front line staff that are not equipped with the right skills and knowledge will result in longer queues and high abandonment rates. Many banks are turning to banking bots and voice assistants, as customers do want more choice in how they bank. But whilst the option of self-service is highly desirable for customers, firms must not forget to blend this an element of human interaction to enhance the customer’s experience.”

Gamechangers 12


BRIEF

LEXISNEXIS REPORT AMPLIFYING THE VOICE OF THE CLIENT, FINDS A SIGNIFICANT DISCONNECT BETWEEN LAW FIRMS AND THEIR CLIENTS Research conducted in partnership with Judge Business School finds signs of disruption in the business of established law firms LexisNexis UK (www.lexisnexis.co.uk), a leading provider of content and technology solutions, announced that its latest report Amplifying the voice of the client finds evidence of a significant disconnect between law firms and their clients. While both lawyers and clients seem to be aware of the disconnect, their interpretations of the magnitude and underlying causes are different. The research, which was conducted in partnership with Judge Business School, University of Cambridge, suggests that this disconnect means many clients are making moves away from larger law firms. 25% of clients mentioned a move to bring more of the business in-house. Several clients are willing to seek non-traditional solutions. Some clients have started working with smaller firms who, they say, offer the flexibility, visibility and responsiveness they do not get from the top-50 law firms. Clients repeatedly emphasised that they look to law firms for solutions to business problems, yet 40% noted that senior partners of their law firms appeared to lack more than a basic knowledge of their business. It seems though that lawyers view their role differently, as one partner suggested law firms provide advice; it is for the clients to decide how to convert this advice to solutions. Seventy-five percent of the clients interviewed mentioned they get little help from law firms when analysing the complex portfolio of legal work given to them: spends, trends, type of work, the life cycle of cases, impact, timelines etc. From the lawyers perspective, many work types remain uncertain and they do not believe it is possible to always provide clients with the visibility they desire. All clients were uniformly of the opinion that not only do law firms not provide relationship services, in many cases they do not seem to see the need. Several clients characterized their

partnerships as “superficial” and more than one expressed the view that the voice of the client is “deliberately” not communicated to the wider firm because this is “expensive and time consuming” for the law firm. It’s not all bad news though. There is evidence from other professional service sectors that suggests the disconnect can be repaired through concrete actions. The recommendations are detailed in the report and fall within two categories: re-engineering of processes/practices and rethinking core strategies on clients. Some law firms have already made progress and their actions have been well received by clients. Mark Smith, Market Development Director at LexisNexis said: “The pace of evolution in the legal profession is unprecedented and although many of these changes are client driven, it seems based on this research that the client voice is still not being heard loudly enough within the firm. It suggests that law firms need to improve their ability to work in a joined up manner, focus on identifying opportunities that create mutual value, and start working harder at putting client relationships at the heart of everything they do.” The research consisted of semi-structured interviews with partners and/or heads of support services from law firms and general counsel and heads of lines of business from their clients. Kishore Sengupta, Reader in Operations, Cambridge Judge Business School, commented: “The findings of this report highlight the need to rethink core client strategies. To succeed in the current climate, lawyers need to be more than just great lawyers – they need to understand their clients’ businesses more deeply. Lawyers now need to implement clear strategies to manage client relationships, moving beyond pragmatic engagements to providing a sense of partnership where the client feels valued and protected. Done well, such an approach will support firms in winning over their clients.”

NEW ADVANCE IN HONDURAS - GUATEMALA CUSTOMS UNION Completion has been announced of the pilot phase of the Central American Invoice and Single Declaration, and the process for the actual tests with companies is expected to start in the second week of May. The Guatemalan government reported that the pilot tests for the transmission of the Central American Invoice and Single Declaration - FYDUCA - (a document that will record the purchase and legal tenancy of goods between Guatemala and Honduras) was successful, meaning that they are now in the adjustment phase. From a statement issued by the Ministry of Foreign Trade: Guatemala, April 21, 2017. The XVII Round of Guatemala-Honduras Customs Union concluded on Friday with the expectation of moving towards the free transit of goods between the two countries starting in the first week of July. Enrique Lacs, the Vice Minister of Foreign Trade, who led Guatemala during the working week of the latest round, held joint meetings with his Honduran counterpart, Melvin Redondo, as well as with process coordinators, groups technical dealing with customs, internal tributes, migration, sanitary and phytosanitary measures; and with technicians for origin and tariffs of both countries.

13 Gamechangers


BRIEF

LONDON TECH WEEK LAUNCHES FIRST ACADEMY AND MINI-MBA WITH MARKET GRAVITY London Tech Week Academy, supported by Google, launches with an inaugural Innovation mini-MBA in partnership with Market Gravity this June London Tech Week has launched its first Academy, a series of unique learning experiences bringing the best and brightest talent to London. Focusing on innovation in the digital age, London Tech Week Academy features a five-day immersive mini-MBA brought to life by Market Gravity. Working in partnership, the organisations will provide a unique and experiential learning experience, held at the Academy by Google, designed to maximise exposure and learning from the best of London Tech Week. Up to 60 individuals from different backgrounds such as product, digital, marketing and finance will join a corporate innovation journey going from post-it® to prototype which culminates in a pitch to an expert panel. Running from 12th to 16th June, this groundbreaking new programme will help executives unlock and commercialise digital innovation. It’s a unique, fully immersive learning opportunity aimed at attracting the brightest and best talent in the UK and globally. Peter Sayburn from Market Gravity, a global proposition design consultancy, who has co-created the programme with London Tech Week Academy, will facilitate the curriculum. Peter will lead the innovation curriculum, which will allow participants to take corporate innovation frameworks and capabilities back to their organisations along with a personal development plan and innovation handbook. The learning experience is for individuals with the drive and ambition to move their careers to the next level and help change and drive how their organisation innovates. Employers can sign up executives and high potentials to take part in the five-day experiential learning programme, which goes through the innovation process focusing on four types of activities: learning, experiencing, engaging, delivering. Participants can also access exclusive TechXLR8 events, which showcase the latest technology, with the opportunity to meet leading tech experts and innovation strategists.

Peter Sayburn, co-founder and CEO at Market Gravity, says: “It’s a fantastic honour for us to be delivering the Innovation mini-MBA together with the team at London Tech Week Academy and we look forward to welcoming innovators working within large and medium business from all sectors. It’s a unique opportunity for executives with between five to 15 years’ experience, as well as their employers, to access insights into delivering innovation within the workplace. “Innovation is bringing new and exciting opportunities to the businesses and now is the time to embrace the technology available and implement new ways of working to drive businesses forward and London Tech Week’s Academy is the ideal platform for executives looking to learn more about innovation processes first hand.” Peter is an entrepreneur, investor and author who has worked with some of the world’s most successful big businesses. He is passionate in the belief that if large companies are to live and grow in the digital age they must create a culture of innovation and embrace new digital technologies to stay ahead in the competitive marketplace. Fionnuala Duggan, Director of the London Tech Week Academy adds: “This is the first time we’re including an Academy element as part of London Tech Week and Market Gravity was the ideal partner for this unique programme, thanks to the team’s deep expertise and experience of innovation within big businesses. This new learning event is immersive and engaging and we’re excited to be launching it at London Tech Week. We are looking forward to seeing participants engage with tech leaders and innovators at different events, such as TechXLR8 and LeadersIn Tech Summit, taking part throughout the week.” London Tech Week is a festival of live events across the city showcasing the best of technology along with networking, learning and meeting business leaders. The Academy will run over five days from 12th to 16th June and applications for the mini-MBA are open now.

COSTA RICA: IMPLICATIONS OF THE MONEY LAUNDERING LAW REFORM The amendment to the money laundering law approved in the first debate requires accountants, lawyers and real estate agents to report suspicious transactions made by their clients. Bill 19.951 reforming the Law on Narcotic Drugs, Psychotropic Substances, Drugs of Unauthorized Use, Related Activities, Legalization of Capital and Financing of Terrorism was approved in a first debate by the Legislature on April 21. The new regulation establishes the obligations on professionals engaged in non-financial activities, such as lawyers, accountants, notaries and real estate agents, once the law is fully approved and enacted. Nacion.com reports that “...Specifically, the legal initiative obliges liberal professionals and merchants to maintain “know their client” policies, register with the Superintendency of Financial Entities (Sugef) and, with the criteria established in the law, report to the National Council For the Supervision of the Financial System (Conassif) any operations suspected as being laundering or financing for terrorism.” The statement by the Legislative Assembly details: “... According to the initiative for the purpose of combating the legitimacy of capital, financing of terrorism and the proliferation of weapons of mass destruction, the following activities will be subject to this law:

Gamechangers 14


BRIEF A) Systematic or substantial operations of exchange of money and transfers, through instruments such as checks, bank drafts, bills of exchange or similar. B) Systematic or substantial operations of emission, sale, rescue or transfer of traveler’s checks or money orders. C) Substantial systematic transfers of funds, by any means. D) Administration of trusts or any type of management of resources, carried out by persons, physical or legal, who are not financial intermediaries. E) Remittances of money from one country to another. F) Credit card issuers, as well as credit card operators, when carrying out these activities under the parameters and definitions determined by the National Financial System Supervision Board, at the proposal of the Superintendency of Financial Institutions.”

KENYA: THE NEXT HAVEN FOR ISLAMIC FINANCE AND TOURISM • ISFIN co-organized the first « Islamic Economy » summit in Kenya with GBS Africa and Anjarwalla & Khanna. • Halal certification, Muslim-friendly tourism, Islamic finance, Sukuk and takaful are the maine features. Kenyan authorities are taking seriously the Muslim friendly market segment. This is one of the key lessons of the EAIFS summit (East Africa Islamic Economy Summit), which took place in Nairobi, the first Islamic Economy summit organized in East Africa.

He emphasized as well on the importance of trainings and education to develop talents remarkably needed in the industry globally and in East Africa particularly. Paul Muthaura, Chief Executive Officer of Kenya’s Capital Markets Authority, said that, together with other actors of the industry, they are working on the regulatory framework to develop Islamic Finance in the country and all the necessary amendments to allow the Kenyan government to issue the Sukuk.

Agnes Gitau from GBS Africa, one of the co-organizers of the event, shared her vision of the Kenyan market. Under her impulse, a strategic committee has been set up by the government to develop Islamic finance in the country.

Mary Nkoimu spoke about the concept of takaful. She is very keen to develop this knowledge in Kenya. ISFIN market analysis demonstrated that currently only one Takaful company operates in Kenya. As Kenyan banks must offer different types of insurances to their clients, takaful insurance remains more expensive than the conventional ones. Clients might not necessarily choose the takaful option and specific actions need to be adopted to boost the sector.

A panel of international experts composed of Zineb Bensaid, Anna Maria Aysha Tiozzo and Chris Nader addressed Muslim friendly destinations/hotels in Muslim and non-Muslim countries. In Italy, Anna Tiozzo created BAYTI, a Muslimfriendly hospitality program aimed to attract new tourists in the region.

Mona Doshi, partner at Anjarwalla & Khana, spoke about the latest legal developments and moderated the session about the regulatory framework. Jaffar Abdulkadir, the head of Islamic finance in KCB (Kenya Commercial Bank), said that ‘Islamic finance helps to develop economic power, helps eradicate poverty, create wealth and thus combats terrorism.’

Chris Nader from Shaza hotels, who has developed Muslim/family friendly hotels in the Middle-east, made the connection between this type of hotels and the requirements of investors for this type of projects. The Honorable Tourism Cabinet Secretary Najib Balala announced that the government is on the concept of Halal travel to attract Muslim tourists to Kenya.

Amman Muhammad, CEO of FNB Islamic Banking in South Africa spoke about the development of an Islamic finance platform in the wealth management sector to allow their clients to subscribe to certain corporate Islamic finance products. Ines Wouters, partner at Legisquadra law firm, showed that historically, the prohibition of interest exists in all monotheist religions. Moreover, she discussed about the creation of private Sukuk in Europe.

The event gathered the crème de la crème of experts in the sector.

On the Islamic Finance side, Zineb Bensaid from ISFIN addressed the importance of understanding the consumer requirements as well as the need for proper education in that sector. Houssem Eddine BEDOUI from IRTI (the Islamic Research and Training Institute) of Islamic Development Bank (IsDB) group highlighted the importance of having different key building blocks needed in the regulatory framework to develop the Islamic Finance within a country and he emphasized on IRTI/IDB activities with different stakeholders of the islamic finance ecosystem and mainly with the regulators.

Farmida Bi discussed about the latest developments of the Sukuk in the British market.Abdul Rahman from Abdul Rahman law Firm Corporation explained how Singapore became an international Hub for Islamic finance. Kenyan SMEs can also benefit from Islamic products and boost their activities. East-Africa has a booming role to play in Islamic Finance. ISFIN, as leading global advisory is among others co-organizing several events and trainings to accompany the growth of this industry with its partners. Knowledge and collaboration is key to success!

15 Gamechangers


BRIEF

“HOLE IN THE WALL” ATMS AT RISK AFTER BUSINESS RATES DECISION In a decision that may have far-reaching consequences, an appeal by several supermarkets and a cash machine operator against the decision to vary the 2010 ratings list to include hole in the wall cash machines as standalone premises for the purposes of business rates has been dismissed by the Upper Tribunal (Lands Chamber). The impact of the decision is that certain ATMs will incur separate business rates charges, which may prompt a move away from the currently widespread free cash withdrawals. The decision follows changes in 2014 as to how business rates are assessed. Previously, where an ATM operated by a third party was based in a larger business premises, the occupier of the larger premises (commonly a supermarket, petrol station or convenience store) would pay business rates for the whole premises including the ATM. Following the Upper Tribunal’s decision, certain ATMs will now be treated as separate sites with separate occupiers and the occupier of the ATM will be liable for the ATM’s own business rates. The decision does not affect all ATMs. Those located within premises (commonly banks) where the business operates the ATM and occupies the main premises and those located indoors in premises such as supermarkets will not be affected and business rates will not change. However, ATMs located in external walls of premises which are operated and occupied by a third party will be affected and business rates will be charged separately for the main premises and for the ATM itself. With around 70,000 ATMs in the UK and with bills for the additional business rates to be backdated to 2010, this ruling looks likely to have significant implications for retailers, ATM operators and the commercial viability of affected ATMs. Retailers and operators with hole in the wall ATMs will undoubtedly consider whether they should change their operations, for example, by passing on the additional cost to customers through charges for using the ATM or seeking to move them so that they are located internally rather than externally. An appeal to the Court of Appeal is expected so watch this space. However, in the meantime, those retailers and operators looking to install ATMs within premises should consider carefully the impact of this decision when deciding the location of the ATM and drafting of the documents governing how the ATMs are operated and occupied.

SIA GROUP OPENS SOUTHAMPTON OFFICE SIA Group, a leading asset valuation, asset advisory and asset disposal business has announced the opening of a Southampton office further expanding its operations across the UK. The office located at Enterprise House, Ocean Village, Southampton SO14 3XB will be staffed by an initial four strong local team of asset valuation, advisory and disposal professionals comprising of Richard Kelly, Barry Bostock, Lisa Surman and Monty Morgan. The new office will provide first class facilities for the growing team and have the capacity to accommodate additional growth as we seek to service the increased demand for our services from asset based lenders, private equity and restructuring clients across the South of England. Whether it’s for financial reporting, loan collateral purposes, mergers & acquisitions or business restructuring & recovery, SIA Group provides independent and intelligent advice for all types of industrial and commercial assets including accounts receivables, inventory, machinery & equipment, property, aviation & marine and intellectual property in a broad spectrum of industries.

Gamechangers 16

Paul Craig, Managing Director of SIA Group said, “As a business we have grown exponentially in the past six years and we are delighted to announce the opening of the Southampton office. We recognise that the South Coast and the surrounding region offers plenty of opportunity to provide asset valuation, asset advisory and asset disposal services and having a strong presence in Southampton is a natural step in the group’s expanding footprint across the UK.” Richard Kelly (MRICS), Head of Southampton Office said, “In terms of growing the business, we are very focused in what we can deliver to clients with a truly localised valueadded service provided by an exceptional team of valuation professionals. Having a strong presence in Southampton and the surrounding areas will ensure we can be even more responsive to the needs of our clients across the region.” Matt Earl, Operations Director of SIA Group said, “We are extremely excited about developing and growing the service offering from our new Southampton office which will be driven by high calibre individuals with a wide range of backgrounds and skills. We look forward to continuing to work closely with our existing clients and developing new client relationships across the UK.”


Gamechangers


iDEAL BRIEF

3T SOFTWARE LABS ACQUIRES ROBOMONGO, THE MOST WIDELY USED MONGODB TOOL Deal demonstrates growing importance of NoSQL databases to Big Data and enterprise strategy 3T Software Labs, makers of Studio 3T (https://studio3t. com/), announced that it has acquired Robomongo, the leading open source MongoDB tool, from its original developers Paralect. This will enable it to better serve the fast-expanding market as more and more enterprises work with the MongoDB database, particularly on strategic projects involving unstructured information and Big Data. The combination of Robomongo and Studio 3T (formerly called MongoChef), the best selling development environment for MongoDB professionals, means the company can now offer a complete range of tools for professionals and enthusiasts working with MongoDB, whatever the level of their project and whatever the platform, whether Windows, Linux or Mac. 3T will continue to support all existing Robomongo users, both free and paid for, and is committed to developing both tools in parallel. Over 100,000 developers and database administrators from companies of all sizes, including Pirelli, Tesla Motors, Microsoft, Nike and T-Mobile, use Studio 3T to manage and develop their MongoDB projects, while over 50,000 copies of the free Robomongo tool are downloaded every month, making it the leading choice for the open source community. 3T Software Labs (named after the three founders Thomas Zahn, Tomasz Naumowicz and Graham Thomson) has been developing Studio 3T since 2013, the same year that Paralect launched Robomongo. “We’re seeing tremendous growth in the MongoDB market, as more and more organisations invest in NoSQL database projects,” said Tomasz Naumowicz, co-founder of 3T Software Labs. “We’ve long admired Robomongo’s innovation and success, and by acquiring the tool we can ensure it grows to meet its full potential. Having the leading commercial and open source MongoDB tools under the same roof will help accelerate the progress of the overall ecosystem, benefiting everyone involved. Most of our professional users start out as enthusiasts on Robomongo so developing the tools in parallel will make that transition a lot easier.” Users of Robomongo will not see any immediate changes to the tool. However, as previously announced by Paralect, Robomongo will shortly undergo a name change, purely for trademark reasons unrelated to the acquisition. Will Shulman, CEO at Database-as-a-Service provider, mLab, welcomed the acquisition, “mLab now hosts half a million MongoDB deployments in the cloud. The MongoDB market is growing rapidly and maturing - the Robomongo acquisition by Studio 3T points directly to the growing commercial maturity of the ecosystem.”

Gamechangers 18

“3T Software Labs is the perfect partner to move forward with Robomongo,” said Dmitry Schetnikovich, Paralect. “Given the success of Robomongo and the support it has received from the open source community across the world we wanted to ensure that it had the resources and leadership to develop further. We’ve known the guys at 3T for over two years and get on really well with them. I trust them to do the right thing for the community, making them the natural choice for the next stage of Robomongo’s development.” 3T’s Studio 3T provides a powerful, reliable, secure and easy-to-use graphical development environment for missioncritical MongoDB projects, backed by responsive, high quality support. Built by professionals, for professionals. Robomongo is a modern, robust and community driven GUI for MongoDB. Available on Windows, Mac OS and Linux it is a fast, easy to use application, incorporating a wide range of essential features. The financial terms of the agreement have not been disclosed. The existing team of Paralect developers will work together with 3T’s experienced development team for the next 12 months to ensure a smooth handover for Robomongo.

ANCALA PARTNERS RAISES £51 MILLION DEBT FACILITY FOR GREEN HIGHLAND HYDRO • Green Highland Hydro is a leading independent owner of hydroelectric power plants in the UK • The debt facilities will be used to finance the development of assets and refinance capital invested in operational assets Ancala Partners LLP (‘Ancala’), the independent mid-market infrastructure investment manager announces that it has raised £51 million of debt facilities for Green Highland Hydro (‘GHH’), the asset ownership vehicle for hydroelectric power assets developed by Green Highland Renewables (‘GHR’). The financing follows a quadrupling in the size of GHR’s portfolio since Ancala acquired the business on behalf of its investment funds in April 2015. Since the acquisition, GHR has significantly outperformed its operational and financial targets. The facility, which has been underwritten by Allied Irish Bank and ING, has been raised against a portfolio of 10 hydro assets, of which four are operational while the remainder are due to be commissioned over the next 12 months. The new debt facilities will be used to support construction of the schemes and refinance capital invested in operational assets. Ancala identified the UK hydro sector as offering the potential to deliver attractive, low-volatility returns. Ancala acquired GHR as a platform to execute a consolidation and development strategy within the fragmented UK hydro sector and has been proactively implementing this approach.


iDEAL BRIEF

Ancala has invested over £50m of equity into GHR and is looking to continue growing the business. Spence Clunie, Managing Partner, Ancala, commented: “This debt facility is testament to the achievements of GHR and successful implementation of our strategy since we acquired the business in 2015. Prior to our acquisition, GHR focused purely on the development of assets for third parties.

Our strategy has been to transform GHR into a leading asset owner, consolidator and operator in the UK hydro sector.” The operating hydro projects include a 0.8MW asset in Glen Lyon, a 2MW twin turbine scheme at Keltneyburn and a 1.75MW twin turbine scheme at Ceannacroc in Glen Moriston.

AQUILA CAPITAL EXPANDS NORDIC PORTFOLIO WITH ACQUISITION OF WIND PROJECT IN FINLAND Aquila Capital is expanding its portfolio in the Nordics with the acquisition of its first project in Finland, a wind farm with an installed capacity of 14.4 MW on the coast near Kokkola. The Windpark Ykspihlaja includes four Nordex N131/3600 turbines and is in one of Finland’s most favorable locations with an average wind speed of 7.7 meters/second. This will generate a capacity factor of 43%, which is above average for wind projects. Ykspihlaja is the third project that Aquila Capital has acquired on a turnkey basis with OX2, one of the largest wind developers in Scandinavia. As a seller and general contractor, OX2 is responsible for completing the park by the beginning of 2018 and the ongoing technical on-site management. Susanne Wermter, Head of Special Infrastructure Investments at Aquila Capital, said: “This transaction represents the realization of another project from our Scandinavian pipeline and our first in the popular Finnish wind market.

Ykspihlaja wind farm is one of the last projects to benefit from the expiring Finnish green energy support scheme, from which it will receive a state-guaranteed, fixed-market premium on the electricity price in the first 12 years of operation.” Paul Stormoen, CEO for OX2 Wind, adds: “We are pleased with our excellent cooperation with Aquila Capital and that we are able to announce our third deal together in just a few months.” Roman Rosslenbroich, CEO and Co-Founder of Aquila Capital, said: “Due to the high demand for renewable energy infrastructure, a deal pipeline of attractive target investments is a decisive success factor for investment managers. The long-standing cooperation with leading market participants such as OX2 is therefore of great importance for the sustainable positioning of Aquila Capital in the Nordics.” The acquisition increases Aquila Capital’s track record in the wind sector to about 1,000 MW. With regards to the Nordics, Aquila Capital has implemented renewable energy projects with a total installed capacity of more than 800 MW since 2011.

GAELECTRIC SIGNS MOU WITH FRENCH COMPANY, IDEOL, TO DEVELOP FLOATING OFFSHORE WIND PROJECTS Irish renewable energy group Gaelectric and internationally recognized French floating offshore wind leader, Ideol, have signed a Memorandum of Understanding to develop floating offshore wind energy projects in Irish waters using Ideol’s patented ‘Damping Pool®’ technology. Gaelectric and Ideol are investigating several sites in Irish waters for both short term pre-commercial and long term commercial-scale projects, with an initial objective to develop a 30MW+ turbine array project, followed by a multi-GW commercial-scale extension on both Irish coasts. Ideol’s innovative solution is at the heart of multiple demonstration and pre-commercial floating offshore wind projects in France and Japan, including the Floatgen project currently under construction off the Atlantic coast of France near Saint-Nazaire (http:// live.floatgen.eu/). Gaelectric is one of Ireland’s leading renewable energy and energy storage groups with significant interests in both onshore and offshore wind energy development and operations, including its North Irish Sea Array (or ‘NISA’) co-venture with Oriel Wind Farm Ltd. Ideol’s floating foundation using its proprietary ‘Damping Pool®’ technology can withstand open sea conditions and is the only floating sub-structure that can be moored in both shallow and deep waters. The foundation is particularly suited to the next generation of extra large wind turbines and is less invasive on the seabed compared with bottom-fixed foundations. Witnessing the signing of the Memorandum of Understanding agreement between Ideol and Gaelectric at a St. Patrick’s Day event in Cannes, Irish Minister for Social Protection, Mr. Leo Varadkar TD said: “I am delighted that Ireland and France are co-operating in this common goal of harnessing the energy potential of the marine environment. This initiative and agreement between Ideol and Gaelectric has the potential to make a major contribution to sustainability and employment in Ireland and France.”

19 Gamechangers


iDEAL BRIEF

Commenting, Gaelectric Founding Shareholder, Brendan McGrath, said: “In Ireland, we are blessed with significant reserves of wind energy which are having very tangible impacts in driving energy prices down and improving the sustainability of electricity generation. The development of onshore wind projects is well understood. However, the potential for off shore generation is enormous and holds the prospect of significant benefits for Ireland. Offshore wind speeds are faster and more consistent. We should also be able to deploy larger turbines with the prospect of moving up to 10 MW turbines from the onshore levels that are currently in the region of 2- 3 MW. The Irish government’s Offshore Renewable Energy Development Plan has identified a potential for the generation of 27,000 MW from floating offshore wind in Irish coastal waters. Ideol’s floating foundation technology opens up the prospect of creating an enduring, sustainable indigenous industry along the west coast and provides Ireland with the opportunity to rebalance available job opportunities while creating a significant energy hub in western towns and ports. A fully commercial scale offshore project of 500 MW capacity based on Ideol’s technology has the potential to create up to 2,500 construction jobs with a further 200 in maintenance.” Commenting, Ideol Chief Executive Officer, Paul de la GUERIVIERE, said: “We are very excited at this opportunity to collaborate on a multi-unit demonstration project and explore additional commercial -scale projects with Gaelectric, a leader in the renewable energy space. Our industry-transforming “Damping Pool®” technology is perfectly suited to Ireland’s weather and specific sea conditions. It will also use local materials and labour and meet all cost-competitiveness expectations. It can be mass-produced using existing local infrastructure and offers all the advantages one can expect from floating offshore wind solutions such as quay-side wind turbine installation and offshore installation using cost-efficient and readily available vessels. After France, Japan, Taiwan and the UK, we are proud to have our technology recognized in a promising market such as Ireland. During the initial phase of our collaboration with Gaelectric we intend to take full advantage of our unique ability to be installed at depths as shallow as 30m. This 30MW+ project will complement the insights and data we will be accumulating from our French and Japanese demonstration and pre-commercial projects and pave the way for our commercial-scale projects.”

GIBBS HYBRID WORKFORCE SOLUTIONS ANNOUNCES FIRST EVER PARTNERSHIP WITH BARCLAYS EMPLOYABILITY PROGRAMME Gibbs Hybrid Workforce Solutions, an international technology and digital workforce management solutions business headquartered in Surrey UK – has forged a significant partnership with Barclays Citizenship team and Catch 22. All three parties have worked closely together over the past year to allow Gibbs to become the first ever partner to sign up to the Barclays Employability Programme – Connect with Work. Barclays Connect with Work is a unique UK-based employability programme connecting individuals seeking employment with recruiting corporates. The programme is aimed at supporting individuals aged 16+ with the aptitude and attitude to enter the workplace, but who face barriers to doing so. The programme helps to upskill these individuals, as well as helping them to connect with businesses who are recruiting. The programme additionally supports high-growth businesses and entrepreneurs, including clients and suppliers, to create entry-level jobs. Gibbs pioneered a solution that sees investments ploughed back into the community to enrich young people’s lives by working closely with Catch 22 to give apprentices the start in life they need. The initiative offers real experience and integration into a team, allowing apprentices to flourish and make a real difference to the business, while supporting them to gain a nationally recognised qualification.

Gamechangers 20

Farida Gibbs, CEO of Gibbs comments: “Here at Gibbs, innovation is a core part of who we are. We asked ourselves how we could support Barclays’ Shared Growth Ambition, part of which is to help people get back into work as well as benefitting the wider community. It made sense to me to find a way of reviewing investments to help Barclays achieve its citizenship programme aims and aspirations”. Since the launch Gibbs have managed to hire several apprentices from the Catch 22 programme who are now embedded into the business and are receiving the continual support and mentoring required to ensure they have a great start with their careers. Farida Gibbs, says: “Gibbs are so proud to be the pioneers of this scheme – we have turned a passionate dream into reality by using the initiative to really make a difference to people’s lives – upholding our own core values as well as those of the Barclays Citizenship Programme”. Meghan Sheehan, Head of Investing, UK Citizenship, Barclays Citizenship & Reputation comments: “The commitment, leadership and willingness to collaborate that Gibbs Hybrid Workforce Solutions have shown means we are now in a position to focus on setting up the tools and processes to scale the programme in 2017. Our hope is to have over 1,000 individuals matched to jobs with our clients and suppliers. Gibbs have been pivotal in our successful launch of Connect with Work and I hope that more suppliers will follow their lead.”


iDEAL BRIEF

GATTAI, MINOLI, AGOSTINELLI & PARTNERS ADVISES BAIN CAPITAL ON FINTYRE SECONDARY BUYOUT FROM BLUEGEM Corporate and financial law firm Gattai, Minoli, Agostinelli & Partners advised Bain Capital in the secondary buyout of Italian tyre distributor Fintyre from BlueGem, advised by Gianni, Origoni, Grippo, Cappelli & Partners. Gattai, Minoli, Agostinelli & Partners assisted Bain Capital with a team composed by partner Cataldo Piccarreta, senior associates Lorenzo Fabbrini and Maria Pia Palma and associate Domenico Garofalo for the corporate profiles and by partner Cristiano Garbarini and associate Alban Zaimaj for the fiscal aspects of the transaction. Studio Pirola Pennuto Zei & Associati advised Bain on the fiscal due diligence and business profiles, with a team composed by Stefano Tronconi, Nathalie Brazzelli and Andrea Vagliè. The seller BlueGem was advised by Gianni, Origoni, Grippo, Cappelli & Partners with a team composed by partner Daniel Vonrufs, senior associate Gerardo Carbonelli and associates Luigi Maraghini Garrone and Giulia Ebreo, as well as by counsel Eva Cruellas on the competition profiles.

H.I.G. BAYSIDE CAPITAL AGREES TO SELL BODYBELL H.I.G. Bayside Capital (“Bayside”), the distressed debt and special situation affiliate of H.I.G. Capital (“H.I.G.”), a leading global private equity and alternative asset investment firm with more than €20 billion of equity capital under management, announced that it has entered into an agreement with Douglas, the leading European retailer in the selective beauty market, to sell The Beauty Bell Chain, S.L.U. (“Bodybell” or the “Company”) after a successful restructuring of the Company’s operations. Bodybell, founded in the 1970s, is a leading specialist distributor of perfumery and household products in Spain. The Company’s product range comprises selective and mass-market beauty as well as personal and home care products. Bayside acquired control of Bodybell through a complex financial restructuring that resulted in a debt-forequity swap in 2015. Bayside also underwrote a new money facility to finance an ambitious repositioning plan that included store portfolio adjustments, a new management team and a new brand image for the Company. The agreement is subject to a number of conditions, including merger control approval. The companies have agreed not to disclose financial details of the transaction.

Giuseppe Mirante, Managing Director of H.I.G. Bayside Capital, commented: “Bayside first acquired Bodybell debt in 2009 and subsequently injected new capital into the business as part of a debt for equity conversion, backing the operational restructuring of the Company amid increasing competition in its market. This exit proves Bayside’s ability to create value in complex special situations across Europe by leveraging off our local presence and by working in partnership with key stakeholders.” Leopoldo Reaño, Principal of H.I.G. Capital in Spain, added: “This transaction underscores H.I.G.’s capacity to support the transformation and repositioning of leading companies facing temporary challenges and assure their long term success. With the European industry leader Douglas, we have found the ideal partner for the future of Bodybell, allowing the Company to move to its next stage of development and further build on its leading industry position. We are confident that this transaction will generate substantial value for all stakeholders.”

KKR AND CDPQ ACQUIRE USI, A LEADING INSURANCE BROKERAGE AND CONSULTING FIRM KKR and CDPQ, along with USI employees has announced their joint acquisition of USI Insurance Services (USI), a leading U.S. insurance brokerage and consulting firm. As partners with equal ownership, KKR and CDPQ will acquire USI from Onex Corporation and its affiliates in a transaction that values USI at US$4.3 billion. With more than 4,400 professionals operating out of 140 local offices throughout the United States, USI delivers property and casualty, employee benefits, personal risk and retirement solutions. USI has become an industry leader by leveraging the USI ONE Advantage® and attracting bestin-class industry talent with a long history of deep and continuing investment in local communities. The investment will primarily be made through KKR and CDPQ’s core private equity partnership which includes funds from KKR’s balance sheet and from CDPQ’s pool of capital. The partnership is designed to pursue attractive investment opportunities in high quality businesses with a longer duration and a lower risk profile in order to support strong management teams and facilitate long-term strategic business building. KKR and CDPQ have a strong track-record in the financial services and insurance-related sectors and have been longstanding partners in multiple investments over the years. “USI is a fantastic company and is uniquely positioned to help address the risk management, insurance and employee benefits-related needs of small and medium-sized business owners. We look forward to working with CDPQ in helping management achieve its long-term vision to grow the business through accelerated investments in USI’s people, technology and solutions,” said Tagar

21 Gamechangers


iDEAL BRIEF

Olson, Head of KKR’s Financial Services investing practice. “Our successful experience in the insurance and benefits brokerage industry, coupled with the impressive track record of Mike Sicard and the USI management team, give us confidence in our ability to generate compelling returns while growing the business over the long term.” “CDPQ and KKR are co-leading this investment and leveraging their respective expertise in the sector to support USI’s world-class management as it pursues its strategic plan for long-term growth. Our partnership was established to implement both firms’ patient, disciplined and collaborative investment approach,” said Christian Puscasiu, Co-Head, Direct Investments, Private Equity at CDPQ.

“USI operates in a resilient sector characterized by stable, long-term returns and serves small and medium-sized businesses, which are the cornerstone of the U.S. economy.” “We are passionately committed to continuing and accelerating USI’s growth and investment as a leader in our industry, leveraging and innovating our unique USI ONE Advantage,” commented Michael J. Sicard, Chairman & CEO of USI. “We are excited to work with our new partners at KKR and CDPQ, and want to thank our partners at Onex for the tremendous support they provided to USI.” The transaction is anticipated to close by the end of the second quarter 2017 subject to customary conditions including regulatory approvals.

ZEDRA SIGNS SOVOS TO AUTOMATE MULTI-JURISDICTION AEOI TAX REPORTING ZEDRA the independent global fund specialist in Trust, Corporate and Fund services has announced it has placed an order with Sovos – the tax compliance software experts – for its AEOI Reporting solution. Once implemented, the solution will help ZEDRA meet the demands of their tax, compliance and reporting obligations in line with its rapid rate of growth. More than 100 tax jurisdictions have committed to the OECD’s global standard on Automatic Exchange of Information (AEOI) with 54 early adopters undertaking their first exchanges this year. The remaining 47 jurisdictions will exchange in 2018. The OECD’s AEOI initiative lifts the burden associated with tax compliance with a solution that enables firms such as ZEDRA to fully navigate the global challenges of tax compliance. Recent regulations have created significant additional reporting responsibilities for financial institutions who must now file information in multiple tax jurisdictions. As part of the deal, Sovos will also supply ZEDRA with its Taxport Compass Tool, a comprehensive tax compliance resource that will help ZEDRA keep abreast of ever changing compliance regulations. ZEDRA chose Sovos following a competitive tender process involving three candidate suppliers. Commenting on the win, Scott Freedman, Director, Product Strategy for Sovos AEOI said, “ZEDRA is the ideal client for us. They are expanding rapidly on the back of providing a superlative level of customer service. That means rigorously pursuing operational efficiencies throughout the organisation and mitigating the risk of incurring penalties when filing. Their management team realised that their existing, manually-based tax reporting system would not cope with the additional demands that multi-jurisdiction reporting would create and as befits their reputation for speed, have moved quickly to put in place an automated process We look forward to working alongside them as they move into other jurisdictions and are confident that our AEOI Solution will let them do this effortlessly”. Commenting on their decision to choose Sovos, Niels Nielsen, ZEDRA Chief Executive Officer, said, “we are constantly looking at ways to improve processes within our organisation with innovative technology solutions. Sovos provides a unique service to meet the demands of our rapidly growing business needs and reporting obligations.” ZEDRA knows and understands the need to embrace leading-edge technological advances in market reporting which is core to the advancement of its company. After our first FATCA filing we saw the pressure that the CRS would put on our internal resources. CRS is inherently more complex than FATCA and we knew that we would need to adopt a scalable technology-based automated solution if we were to achieve successful filings in multiple jurisdictions”.

Gamechangers 22


iDEAL BRIEF

OST ADVISES WIRSOL AND BAYERNLB ON 107MW UK PV PORTFOLIOS Leading technical advisor completes long-term technical due diligence facilitating the financing and construction of 19 UK solar PV plants OST Energy (OST), a leading independent engineering consultancy, has worked with international solar energy provider Wirsol Energy Limited and German bank BayernLB to provide technical due diligence and independent engineering support for two UK solar PV portfolios with a combined capacity of 107MW. OST has been engaged by Wirsol since August 2016 to deliver a full suite of pre-construction technical due diligence services, subsequent construction monitoring and take-over phase support for a portfolio of 10 ground mount PV assets totaling 61MW. In addition, during the refinancing of this portfolio, which closed successfully in January this year, OST acted on behalf of lender BayernLB, supplying detailed technical reports to inform a non-recourse loan of £46 million. This latest project follows on from OST’s work with Wirsol and BayernLB in early 2016, facilitating the successful financing and construction of a previous 45MW portfolio, consisting of nine solar sites across the UK.

Projects in the two portfolios were constructed either by Wirsol or by third party contractors. Each of Wirsol’s 19 UK solar projects – either completed or currently under construction – qualifies for the Renewables Obligation (RO) scheme. Identification and mitigation of technical risk throughout the asset lifecycle – from financing and construction to operations – was critical in securing long-term debt. “Wirsol, BayernLB and OST have developed an excellent working relationship which has allowed these substantial financing deals to complete within tight schedules,” said Simon Turner, Director, OST Energy. “Despite the time pressure to construct within RO deadlines, our site inspection teams have identified some of the Wirsol-constructed projects as amongst the best we have seen in the UK from a construction quality standpoint.” “We look forward to continuing our work with the Wirsol team in the UK and internationally as they bring their construction pipeline to fruition.” Mark Hogan, Managing Director, Wirsol, added: “OST’s independent

engineering and due diligence support has been essential in verifying that our assets under construction not only meet the standards expected by our lender BayernLB, but will also continue to set a benchmark for operational and financial performance in the coming years.” Karin Schramm, Senior Director of Project Finance at BayernLB, commented: “BayernLB has a long and successful history of providing long-term finance within the renewables sector. We have now financed well in excess of 3GW globally, and working with strategic partners such as OST Energy and the Wircon/Wirsol group is key.” “We are delighted to have closed the financing of these two UK solar portfolios and now look forward to new projects with OST Energy and the Wircon/Wirsol group, both in the UK and further afield, to further enhance our excellent relationships with both teams”. OST has strong heritage in the UK market, alongside a growing international presence, having advised on five of Europe’s ten largest solar PV transactions in 2015-16.[1]

INDEPENDENT GROWTH FINANCE DELIVERS £2M FUNDING TO OFFICE REFURBISHMENT FIRM, INSITE CONTRACTS IGF, the leading commercial finance provider for SMEs, has provided a £2 million asset based lending line to Insite Contracts Ltd, a high-end office fit out and refurbishment company based in Scotland.

of £12m - up from £8.7m in 2014. The agreement, brokered by IGF’s Glasgow office, will allow Insite to take full advantage of the growing demand for its services, and to recruit the new staff needed to facilitate this expansion.

Based in the north of Glasgow, Insite boasts a client portfolio spanning across the Public, Commercial Fitout/ refurbishment, Industrial and Retail markets. Founded in 2004, Insite began its operations providing refurbishment and fit out services primarily within the Office and Healthcare sectors. Initial success saw the company introduce an additional maintenance/FM service for a number of its key clients, followed recently by the formation of a subsidiary company, Insite Cladding and Roofing Ltd., which also predominantly operates in the refurbishment sector effectively complimenting their existing services. Working across mainland Scotland and the North of England, Insite now employs over70 people, and achieved a 2015 revenue

Alan Anderson, ABL Director - Scotland, Independent Growth Finance, said: “Insite is an excellent business to be involved with. The company’s success speaks for itself, as does the emphasis, which its management team places on the organisation’s growth and development. This progressive attitude reflects the ethos promoted here at IGF, and for that reason we are excited to take this partnership into the future.” Scott McMillan, Managing Director, Insite Contracts Ltd, said: “We are thrilled to have secured funding from a partner who clearly understands our business. By establishing a straightforward, efficient funding model, IGF has allowed

23 Gamechangers


iDEAL BRIEF us to focus on continuing our growth, and to deliver in the timescales set out at the beginning of the process.” This deal comes as the latest in a string of partnerships from Independent Growth Finance, which is rapidly increasing its reach amongst businesses across the UK.

MENTHA CAPITAL AND AETHON JOIN FORCES Independent investor Mentha Capital and Aethon, employment agency for students and young professionals, join forces to establish intensive cooperation. Along with Mentha Capital, Aethon will further optimize and expand its services in flexible employment. For over 11 years, Aethon has specialized in providing flexible staff for health institutions, municipalities and housing associations. The organization connects ambitious students and young professionals with clients, thus guaranteeing continuity, flexibility and affordability of staff. Aethon develops and invests in targeted, practical training programs for employees and creates a sustainable solution for providing a flexible shell for its clients. Casper Bannet, CEO, founder and shareholder of Aethon: “Together with Mentha we are able to respond even better to the growth opportunities in the market and work towards a stable development of the organization. Aethon will continue to invest in its services and employees to further develop our unique propositions and positioning. We believe that this partnership will see us successfully achieve our shared goals. “Mentha Capital will support and accelerate Aethon’s growth ambitions. Gijs Botman, Managing Partner at Mentha Capital: “As a strategic partner, we help high-growth niche companies to develop into market leaders with considerable added value. Mentha sees plenty of opportunities for Aethon due to the increasing flexibilization of the job market and the specific demand for highly educated workers in the care and non-profit sectors. Aethon’s innovative concepts enrich the labor market for both employers and highly-educated young talent.”

At the time of the acquisition, the group also held US company Continental Hydraulics, and had consolidated revenues of €44.7 Mln and EBITDA of €6.8 Mln. Since 2013, Duplomatic has invested both in improving the quality of its products (more than one in eight staff now works in R&D) and in a bolt-on growth strategy. Today, the group includes 7 companies following the acquisitions of Hydrux (2014), OCS (2015), Eurosei (2016), and Tecnologie Industriali (2017), and the incorporation of Duplomatic Hydraulics Shanghai (2015), a wholly owned Chinese company. In 2016, the group reached (pro-forma, including Tecnologie Industriali) revenues of €70 Mln and EBITDA close to €10 Mln. Filippo Gaggini, Progressio Managing Partner, commented: “Duplomatic represents everything we look to invest in: Italian excellence, a strong management team, and hidden potential”. “It’s been a pleasure working with the management team” said Alessandro d’Arco, investment director at Progressio. “Solid cash generation allowed Duplomatic to self-finance its ambitious R&D and M&A strategies. The managers will without doubt continue this success with the new financial shareholder”. The Italian private equity firm Alcedo has acquired Duplomatic, with a significant stake retained by the principal managers (about 20%).

TRIGO AND CII: QUALITY UPLIFT PROGRAM FOR THE INDIAN AEROSPACE INDUSTRY TRIGO Group, a leading international provider of quality solutions, has signed an agreement with the Confederation of Indian Industry (CII) to conduct an 18-month quality development program for the Indian aerospace industry.

PROGRESSIO ANNOUNCES SALE OF DUPLOMATIC

TRIGO and the Confederation of Indian Industry (CII) has signed a Memorandum of Understanding (MoU) under the guidance of Mr. Manohar Parrikar, India Ministry of Defense, to work mutually on a quality uplift program for the Indian aerospace industry.

Progressio SGR, the Italian private equity firm, announces the sale of its majority stake in the Duplomatic group, the Milan-headquartered global leader in hydraulic components and systems. In fewer than four years of Progressio ownership, Duplomatic increased both revenues and EBITDA by approximately 50% each. The enterprise value at closing was €69m.

The agreement initiates a cluster approach in which India’s small and medium enterprises will undergo an 18-month quality development program organized by the Confederation of Indian Industry (CII) and conducted by TRIGO in order to uplift their quality standards and production, commencing in the upcoming weeks.

Progressio, which invests in Italian excellence and prestige brands like Moncler, acquired a majority (86%) stake in Duplomatic Oleodinamica, the operating holding, in April 2013 from Axa Private Equity (the remaining 14% was held by the management team).

“TRIGO and CII will be working together on a capability build up program for the Indian aerospace industry, where SME and MSME’s will be uplifted in terms of manufacturing capability and quality production services,” says Emmanuel Marquis, Executive Vice President of TRIGO Aerospace & Heavy Transportation Business Line.

Gamechangers 24


iDEAL BRIEF “We expect more and more Indian companies and manufacturers to be able to address the aerospace market, and we also expect more OEM and Tier1 suppliers to source through new suppliers of the Indian industry.”

This innovative approach is seen as a major contribution to leverage the Indian aerospace industry and is a key contribution to the ‘Make in India’ program.

SHARDUL AMARCHAND MANGALDAS & CO ADVISES ON SALE OF MAJORITY STAKE IN PEST CONTROL PRODUCTS AND SERVICES BUSINESS OF PEST CONTROL (INDIA) TO RENTOKIL INITIAL PLC Shardul Amarchand Mangaldas & Co advised in relation to sale of 57% stake of the pest control products and services business of Pest Control (India) Private Limited to a subsidiary of Rentokil Initial Plc. The M&A Team of Shardul Amarchand Mangaldas & Co were the Indian legal advisors to the sellers in the transaction (Pest Control (India) Private Limited, Anil Rao and his family). The M&A Team were involved in the structuring of the overall transaction and in the review, negotiations and finalisation of the transaction documents. The Team was led by Mr. Jay Gandhi, Partner; and included Mr. Kunal Mehta, Principal Associate; Mr. Arun Jerome, Principal Associate; Mr. Abhishek Parekh, Senior Associate, Mr. Rayan Azmi, Associate. The parties involved in the transaction were Pest Control (India) Private Limited, Anil Rao and his family (Our Clients) and a subsidiary of Rentokil Initial Plc (Counter Parties) Other advisors to the transaction were Ernst and Young (Ajay Shah, Paras Berawala) – Financial and Tax Advisors of the sellers; Greenberg Traurig, LLP – Offshore Legal Counsels of Rentokil Initial Plc; and AZB & Partners – Indian Legal Counsels of Rentokil Initial Plc. • The value of the deal is confidential • The deal was signed on February 28, 2017

SHARDUL AMARCHAND MANGALDAS & CO ADVISES BROKERS IN RELATION TO ₹1,670 CRORE OFS OF BHARAT ELECTRONICS LIMITED Shardul Amarchand Mangaldas & Co (SAM & Co) acted as legal counsel to SBI Capital Markets Limited, Deutsche Equities India Private Limited, ICICI Securities Limited and Edelweiss Securities Limited (collectively the “Seller’s Brokers”) in an offer for sale through the stock exchange mechanism (OFS) involving a sale of up to 11,168,139 equity shares of face value of ₹10 each, representing 5% of the paid up equity share capital of Bharat Electronics Limited. The floor price for the equity shares was ₹1,498 and the OFS took place on February 22, 2017 and February 23, 2017. The SAM & Co Capital Markets Team was led by Mr. Sayantan Dutta, Partner and comprised Ms. Shraddha Krishnan Dash, Senior Associate; and Ms. Trishita Dasgupta, Associate. Other advisors in the transaction were Cyril Amarchand Mangaldas (Legal counsel to the Seller as to Indian Law), Dorsey and Whitney, LLP (International legal counsel to the Seller), and Jones Day (International legal counsel to the Seller’s Brokers). The value of the deal is approximately ₹1,670 crore.

REDUXIO RAISES $22M OF SERIES C TO ENABLE HYBRID IT DATA STORAGE AND ACCELERATE CUSTOMER GROWTH Largest funding round in company’s history led by C5 Capital Systems, the innovation leader in storage and data management solutions for the enterprise with to-the-second BackDating™ recovery capability, announced it has secured $22.5 million USD of its Series C funding in a round anticipated to total up to $32 million USD. The round was led by London-based C5 Capital (“C5”), a specialist investment manager focused on cyber security, data analytics and cloud computing. This round more than doubles the amount of capital invested in the company, and will fund

continued innovation and global marketing of the company’s leading software-defined storage platform. All previous investors, including Jerusalem Venture Partners, Carmel Ventures, Intel Capital and Seagate Technology also participated in this fundraising round for Reduxio, signaling their confidence and continued support for the company’s strategy to build the leading software platform both in the cloud and on premise. C5’s investment will complement the existing investor group with a specialist focus on cloud infrastructure and cyber security, as well as a strong network

25 Gamechangers


iDEAL BRIEF

that will enhance Reduxio’s growing ecosystem of channel sales and technology partners. Mark Weiner, co-founder and CEO of Reduxio said, “The future of data storage and protection lies in delivering high performance, easy-to-use solutions designed for the rapidly coming era of hybrid IT – this is precisely why we started the company. Reduxio’s next generation architecture was purpose-built to address this challenge. Our vision and focus align perfectly with C5’s vision, and we welcome their unique expertise to the Reduxio team. This latest round of funding will allow us to continue our exponential growth to meet the needs of our rapidly growing customer base.”

Marcos Battisti, Partner at C5 Capital and new board member of Reduxio said, “Now and again, investors encounter a top team in a new company with the potential to seriously disrupt a market. Reduxio is clearly one of those companies. Reduxio’s technology is reshaping the storage space as we know it. Its software-defined storage technology is built on top of truly unique and ground-breaking IP that provides tangible benefits to on premise, hybrid, and cloudbased customers. Its solution is also being widely seen as one of the key tools to fight the growing threat of ransomware attacks. My partners and I are very proud to be invested in a company as unique as Reduxio.”

HINDALCO RAISES ₹3,350 CRORE VIA QIP Hindalco Industries, an Aditya Birla group company, has raised ₹3,350 crore through issue of shares under qualified institutional placement, largely to pay back high-cost debt and invest in value-added aluminium and copper products. The capital-raising committee of the company’s board met and approved the proposal to allot 17.68 crore equity shares at ₹189.45 apiece, said the company in a statement. Among the 110 large QIPs that subscribed to the issue are Birla Sun Life Trustee Company, Goldman Sachs, HDFC Standard Life and schemes of ICICI Prudential MF. The transaction will see an equity dilution of between 7.9 per cent and 8.1 per cent, said the termsheet.

MARWYN VALUE INVESTORS LIMITED (“MARWYN”) INVESTMENT IN WILMCOTE HOLDINGS PLC Marwyn announces the launch of a new management platform, Wilmcote Holdings plc (“Wilmcote”), established in partnership with Adrian Whitfield, who has been appointed as its Chief Executive Officer. Adrian is an experienced executive who recently spent nine years successfully implementing a turnaround and growth strategy at Synthomer plc, the UK listed (FTSE-250) specialty polymer operator. Over Adrian’s nine year tenure, he more than doubled operating profits and increased Synthomer’s market capitalisation from c.£300 million to over £800 million. Synthomer (formerly known as Yule Catto & Co.) is a global manufacturer of specialty polymers for the coatings, construction, textiles, paper and healthcare industries. Prior to Adrian’s role at Synthomer, he was the Chief Executive for the Plastics Division of DS Smith, a manufacturer of paper and packaging products, for seven years. Wilmcote is focused on creating value through the acquisition and subsequent development of target businesses in the downstream and specialty chemical sectors. Wilmcote intends to acquire and operate businesses initially with an enterprise value in the range of £500 million to £2.0 billion. On 21 March 2017, Marwyn Asset Management Limited as manager authorised a subscription for £10 million of new ordinary shares in Wilmcote. Marwyn’s share of the cost of this investment represents approximately 6.7% of Marwyn’s NAV attributable to the Ordinary Shares (measured as at 28 February 2017). This capital raise of £10 million will provide Wilmcote with due diligence and operating capital prior to an initial platform acquisition. Wilmcote is currently not listed but intends to seek a public listing either before or at the time of completing its initial platform acquisition. James Corsellis and Mark Brangstrup Watts, the founders of the Marwyn group, are both directors of Wilmcote. Mark Brangstrup Watts commented: “The investment in Wilmcote Holdings is a further demonstration of our stated strategy to diversify the portfolio by backing proven management teams to deliver strong returns to investors. We are excited to be working with a CEO of Adrian’s calibre and look forward to delivering value creation in a sector with such interesting investment opportunities”.

Gamechangers 26


iDEAL BRIEF

WARBURG PINCUS BUYS STAKE IN SWISS FINTECH GROUP AVALOQ Warburg Pincus is seeking to capitalise on this trend with the Avaloq purchase, according to Daniel Zilberman, head of Europe at Warburg Pincus. It plans to expand the company by helping it become a market leader in the jurisdictions it already operates.

Francisco Fernández, the company’s founder, will retain a 28 per cent stake in Avaloq, and management, founders and employees will keep another 27 per cent. Warburg Pincus, which is now the largest shareholder, is looking to retain the company for seven years.

“This is one of the very few ‘unicorn’ companies — a firm worth over a billion and owned by its founder — available in Europe,” said Mr Zilberman.

Warburg Pincus has already invested more than $10bn in 90 financial services and fintech companies.

“The bet is that not only are we going to dominate in Switzerland but we are going to make it a great German product and a great Singaporean product, and eventually a great global product.” Avaloq has more than 2,000 employees and serves 155 banks and wealth managers in financial centres, including London, Frankfurt and Paris. It generated revenues of SFr533m in 2016, which represented a 10 per cent increase from a year earlier.

Notable acquisitions have included AllFunds Bank, Arch Capital and FIS, which went from a $2bn to a $35bn company. J P Morgan, Credit Suisse and Deutsche Bank are the lenders for the deal. Deutsche Bank is also an adviser. Software provider already serves 155 banks and wealth managers Warburg Pincus has agreed to pay close to SFr300m for a minority stake in Avaloq, Switzerland’s largest software provider to banks.

The private equity group has recruited several leading banking figures to sit on the Swiss company’s advisory board.

The acquisition of a 35 per cent stake by the private equity group values the company, which already serves key financial centres, in excess of SFr1bn ($1bn), the private equity group said.

Among them are Javier Marín, the former chief executive of Santander, Stefan Krause, former chief financial officer at Deutsche Bank and Jacques Aigrain, former chief executive officer at Swiss Re.

As European banks come under pressure from regulation, the need to hold more capital and a low interest rates environment, some are looking to cut costs by outsourcing their software functions.

VARDE PARTNERS CLOSES 12TH FUND AT $1.74 BILLION Varde Partners closed its latest multicredit fund, Varde Fund XII, at $1.74 billion. The fund’s portfolio managers will target global investment opportunities in credit, real estate and specialty finance. The 12th closed-end Varde fund will have a particular focus on potential deals resulting from bank retrenchment, newly developing distressed market cycles and older distressed situations not resolved since the 2008 financial crisis, a company news release said. The target size was not disclosed on SEC registration forms for Varde Fund XII. The previous fund in the series, Varde Fund XI, closed at $2 billion in 2014, according to news release from Varde at that time. Florida State Board of Administration, Tallahassee, committed $200 million to Varde Fund XII in August. FSBA oversees investment of a total of $186.2 billion, including the $146.1 billion Florida Retirement System. Other asset owners committed to investment in the fund could not be identified, said Paula Prahl, a spokeswoman, in an interview. “Fund XII continues the strong legacy of Varde’s flagship funds. These funds have been the cornerstone of the firm’s investing,” said Brad Bauer, Varde Partners’ president, in the release. Varde Partners manage a total of $12 billion in long-only and hedge fund credit strategies.

27 Gamechangers


iDEAL BRIEF

AMBIENTA COMPLETES THE SALE OF IP CLEANING GROUP TO TENNANT COMPANY FOR €330 MILLION Ambienta has announced the closing of the sale of IP Cleaning SpA (“IPC” or the “Company”) to US based Tennant Company (“Tennant”), listed on NYSE (TNC). The deal, which was announced on 23 February 2017, has received all necessary regulatory approvals and values IPC at €330 million ($355 million). IPC is the #3 player in the European professional cleaning market. The Company manufactures its products in five plants located in the North of Italy and employs c. 1,000 people. It is a truly global company with product sales to over 100 countries and c. 90% of revenues recorded outside of Italy, of which a significant portion are from outside of Europe. Professional cleaning is an industry which revolves around and competes over resource efficiency: energy, water and detergents. IPC has developed innovative solutions across its product portfolio that in 2016 enabled energy savings of 19,000 tons of oil equivalent, water savings of 73,000 cubic meters and reduced the usage of 2,200 tons of detergents. Since Ambienta’s over €50 million investment in IPC since 2014 through its funds Ambienta I and Ambienta II, the vast majority of which was invested to support growth, IPC has been transformed from a collection of semi-independent businesses into a fully integrated, strategically attractive industry leader. Ambienta recognised significant unrealised potential in IPC and over the last three years has supported IPC in strengthening its senior management, repositioning its commercial strategy and marketing, launching new products and completing a key strategic acquisition in the UK to drive revenue growth. Under Ambienta’s ownership IPC has also advanced its focus on ESG, further incorporating Environmental, Social and Governance issues in its daily activities. The combination of these initiatives made IPC a stronger and more visible player in a consolidating market, in turn increasing its strategic value and triggering growing interest towards the Company. The speed of execution by management on the initiatives planned as part of the investment strategy allowed Ambienta to pick up early on that interest, and assess potential exit routes which ultimately led to the sale to Tennant. Tennant Company is one of the largest global players in the professional cleaning market and the market leader in North America, with total revenues of $808 million in 2016 and a $1.3 billion market capitalisation. IPC represents a unique acquisition opportunity, as it significantly strengthens Tennant’s positioning in Europe, provides a complementary business model in terms of distribution and product range, and projects the group towards the strategic goal of $1 billion turnover. IPC conversely will benefit from Tennant’s footprint and critical mass, gaining access to further growth opportunities globally. This acquisition represents the largest in Tennant’s history. Mauro Roversi, Partner and Chief Investment Officer at Ambienta, commented: “It has been a privilege to work side by side with IPC’s talented management team to create a business for the long term. We were able to accomplish a full repositioning of the

Gamechangers 28

Company in a relatively short period of time resulting in a robust expansion of the turnover through the period of Ambienta’s ownership. This ultimately attracted the attention of one of the most credible industrialists in this sector. We are proud that the combination of IPC and Tennant will create one of the largest players in the global professional cleaning market. This is a natural next step in IPC’s evolution”. Francesco Lodrini, Principal at Ambienta, added: “This exit represents a great accomplishment for all stakeholders, we are glad to see a stronger IPC finding a new owner which will further capitalise on its potential”. Federico De Angelis, CEO at IPC commented: “The last three years have been transformational for IPC, a challenging and intense journey which I am very pleased ultimately allowed IPC to become a strategic target for one of the industry’s most renowned participants. I look forward to further developing the Company together with Tennant”. The transaction was managed by Mauro Roversi (Partner and Chief Investment Officer), Francesco Lodrini (Principal) and Andrea Venturini (Associate) at Ambienta. Ambienta was advised by Robert W. Baird (M&A), Linklaters (legal), EY (accounting, tax and ESG) and Roland Berger (market).

BROWNE JACOBSON ADVISES SHAREHOLDERS ON HANGAR SEVEN SALE TO THE HUT GROUP National law firm Browne Jacobson has advised on the successful sale of Hangar Seven Limited to The Hut Group, one of Europe’s fastest growing online retailers of premium, non-perishable FMCG products for the health and beauty sectors, for an undisclosed consideration. Corporate finance lawyers Richard Medd and Vicky Gaskell advised the shareholders on the disposal of the business which will see Midland’s based investment fund Catapult Venture Managers Ltd exit the business. Leicestershire based Catapult is an independent venture capital fund manager which specialises in providing early, middle, and late stage growth capital to SME businesses in the healthcare, pharmaceuticals, luxury consumer brands, manufacturing and software sectors. Hangar Seven, which was set up in 2009, specialises in content strategy and creation for some of the UK and world’s leading retail and consumer brands including Adidas, Boots, Monsoon, John Lewis, Unilever, Tesco, Sainsbury and B&Q. The agency employs over 200 people across its offices in Leeds, London, Macclesfield and Portugal. Ed Wass, CIO at Catapult Ventures, said: “We are delighted that Hangar Seven has been such a successful story. Catapult backed the management team because we recognised that they had the


iDEAL BRIEF passion, ideas, skills and enthusiasm to grow the business with our help. We are very proud to have supported them through this period of the company’s development. We would also like to thank the team at Browne Jacobson for their fantastic support, professionalism, expertise and knowledge of the business which was key in helping to get the deal completed.” Jeremy Middleton, Hangar Seven Chairman, added: “Over the last five years Catapult Ventures has been a hugely supportive partner, with its investment and guidance, enabling us to successfully deliver our strategic goals. The management team now looks forward to the continued success of the business under new ownership.”

Browne Jacobson’s award winning corporate finance has recently been ranked the number one firm in the East Midlands by Legal 500 and Chambers UK directories. Richard Medd, corporate finance partner, commented: “We have been advising Hangar Seven since 2011 when Catapult first invested in the business. The business has gone from strength to strength and we are delighted to have secured a successful outcome for the shareholders.”

QUANTEXA RAISES $3.3M IN SERIES A WITHIN ITS FIRST YEAR, LED BY ALBION VENTURES AND HSBC Entity Resolution and Network Analytics start-up plans further product development and international expansion Quantexa Limited (“Quantexa” or the “Company”) announced that it has closed a $3.3 million investment, led by Albion Ventures and HSBC. Quantexa’s rapid growth has underpinned a Series A fundraising within its first year, with the new capital used to further accelerate product development and international expansion. Founded in 2016 by a team of world-class software, data and advanced analytics experts, Quantexa currently uses big data analytics to tackle complex financial crime and data challenges within the financial services, corporate and public sectors. In its first year, the Company has been awarded several significant enterprise mandates in its target sectors. The investment will enable Quantexa to further accelerate the development of its revolutionary Entity Resolution and Network Analytics software, which has a unique ability to resolve entities and build networks in real time and batch, and further derive meaningful intelligence through AI and Machine Learning. The investment will also be used to support Quantexa’s international expansion, with new offices in Brussels, Sydney and New York opening throughout 2017. Quantexa’s growth comes at a time when businesses are under increased pressure to optimise their use of data to combat financial crime challenges and improve the customer experience from both advanced analytics and AI. Industry analysts Forrester predicts that investments in AI will grow 300% in 2017 and Gartner forecasts that 50% of all analytical interactions will be delivered via AI in the next three to five years. The current market for advanced analytical service providers is estimated to be worth approximately $16bn. In addition, WealthInsight estimates that spending on AML compliance alone will total $8bn in 2017, growing at 9% pa. In 2016, Quantexa also won the prestigious SWIFT Innotribe Industry Challenge on Compliance looking at complementing the SWIFT KYC Registry. It enabled the company to further develop its products in collaboration with the Innotribe team and SWIFT’s financial crime compliance management team. Vishal Marria, CEO, commented: “Driving intelligence from internal and external data is a constant challenge organisations face. At Quantexa we feel we have built the next generation of Entity Resolution and Network Analytics software to support our clients in dynamically building a truly 360-degree view of their clients and their network relationships. Our aim is to become the global leader in Entity Resolution and Network Analytics and are delighted to have successfully completed this round of investment with HSBC and Albion Ventures. We look forward to working closely with our new investors in making this aim a reality by supporting our clients and partners.” Imam Hoque, COO and Global Head of Product, commented; “Along with our investors / new partners, we are looking forward to accelerating our international footprint and scope of products to provide customers essential entity resolution and network analytics capability. This is crucial in driving real value from the artificial intelligence being deployed in their rapidly expanding data lake environments. We see significant growth potential as organisations evolve to make intelligent data driven decisions central to all their operations.” Ray O’Brien, HSBC’s Global Risk COO and Head of Global Risk Analytics, said: “HSBC is constantly striving to improve the way we detect and prevent financial crime, and we are keen to explore technologies which help us build on existing capabilities. Quantexa has developed powerful applications of network analytics to this field, and we look forward to being more closely associated with their future development.” Ed Lascelles, Partner at Albion Ventures, commented: “Albion’s tech investments are focused on digital B2B companies, with data analytics a core focus for us. What sets Quantexa apart is the team’s unrivalled domain expertise coupled with their cutting edge technical capability. They have a huge opportunity to build an industry-leading business and we look forward to supporting them on their journey.”

29 Gamechangers


iDEAL BRIEF

CPI PROPERTY GROUP ANNOUNCES THE COMPLETION OF THE ACQUISITION OF A RETAIL PORTFOLIO LOCATED IN THE CZECH REPUBLIC, HUNGARY, POLAND AND ROMANIA FROM FUNDS MANAGED BY CBRE GLOBAL INVESTORS CPI PROPERTY GROUP announces that subsidiaries of CPI Property Group have successfully acquired the high-quality retail portfolio with the value of approx. EUR 650 mil. consisting of predominantly 11 shopping centres located in the Czech Republic, Hungary, Poland and Romania with a total leasable area of approximately 265 thousand sqm (the “Portfolio“) from two funds managed by CBRE Global Investors. The closing of this historic deal for CPI Property Group was completed on 29 March, 2017. The Portfolio consists of (i) major shopping centres Olympia Plzen and Nisa Liberec in the Czech Republic, Ogrody in Poland, Polus and Campona in Hungary and Felicia in Romania; (ii) multifunctional complexes Zlatý Andêl in Prague and Andrássy Complex in Budapest; and (iii) two Interspar stores in Hungary. The bank financing has been arranged through several loans at a total of EUR 440 million, with CPI Property Group providing the remaining amount from its own funds. In the Czech Republic, financing has been provided by a bank syndicate composed of Helaba and CSOB; in Poland, solely provided by Helaba; in Hungary by UniCredit Bank, Raiffeisenbank and Sberbank; and in Romania by HypoNoe Bank. CSOB was also covering the whole transaction as the escrow agent. Martin Nêmecek, CEO of CPI Property Group, said: ‘This transaction clearly demonstrates that CPI Property Group now belongs to the premier league of European real estate investors. In the current competitive market, we managed to win the bidding process, agree financing with major banks and drive the acquisition process with the best in class advisors all within a six month period’. Tomáš Salajka, Director of Acquisitions, Asset Management & Sales, added: ‘The Portfolio will boost the total number of the shopping centres in our portfolio to 20. We are well prepared to integrate the new assets into our management and to work on long term strategies enabling us to remain fully competitive in the current and future environment’. Evan Lazar, Global Co-Head of Dentons Real Estate, commented: ‘Due to its size and complexity, this was a landmark transaction for real estate in CEE. CPI Property Group’s acquisitions and financing team alongside Denton’s team of more than 30 real estate lawyers drove this extremely complex and multi-jurisdictional deal to its successful completion on time as planned in a very well organised and professional manner’.

CPI Property Group as the buyer has been advised throughout the transaction by CBRE (commercial), Dentons (legal), Sentient (technical) and KPMG (financial and tax)

Gamechangers 30


iDEAL BRIEF

INNOVATIVE BITES ACQUIRES HANCOCKS Confectionery powerhouse Innovative Bites has acquired Hancocks Holdings (“Hancocks”), the UK’s leading supplier of wholesale sweets, from H2 Equity Partners and management. This is the second major acquisition for the Dunstable-based confectionery importer and wholesaler in the last 12 months. In April 2016, Innovative Bites purchased Bonds of London, one of the UK’s oldest confectionery businesses, and has since doubled its annual turnover. The acquisition of Hancocks marks a major move for Innovative Bites and its largest acquisition to date. The combined group will boast a sales team of over 150, selling to over 40,000 customers and offering more than 7,000 confectionery products. Founder and owner of Innovative Bites, Vishal Madhu, said, “Our acquisition of Hancocks aligns with our aspirations to significantly grow Innovative Bites’ scale in the UK and across Europe. Our businesses are highly complementary and differentiated in our products, geography and approach, so we are hugely excited about our combined potential.”

He added, “The transaction allows Innovative Bites to combine our best-in-class manufacturing and high-quality confectionery range with Hancocks unparalleled route to market.” Mark Watson, Hancocks exiting Chairman said that this was a great acquisition for both businesses. He commented “Hancocks adds to IB a successful management team that have developed a strong product and customer base. Combine this with IB’s American range and Bonds of London’s flexible packaging facility, and it will be a unique proposition in the confectionery category.” Specialising in the wholesale of confectionery to independent retailers and other businesses, Hancocks offers in excess of 5,000 branded and own label products across 20 UK sites, stretching from Dundee to Portsmouth. Since launching in the UK 2008, Innovative Bites has expanded its business rapidly and now boasts over 3,500 products, 7,000 retail customers and several top-selling house brands, including Bonds of London and Baking Buddy ‘Mega Marshmallows’ - as well as exclusive distribution brands like Twinkies, Warheads and Trolli. Innovative Bites was advised on the transaction by Houlihan Lokey (M&A and debt adviser), Addleshaw Goddard and BDO.

ONTARIO TEACHERS’ BUYS ADDITIONAL STAKE IN FRANCE’S LEADING FUNERAL SERVICES PROVIDER OGF FROM PAMPLONA, BECOMING MAJORITY SHAREHOLDER Pamplona Capital Management (“Pamplona”) and Ontario Teachers’ Pension Plan (“Ontario Teachers’”) announced that Ontario Teachers’, the largest single-profession pension plan in Canada, has become the majority shareholder of OGF, the leading funeral services provider in France. Ontario Teachers’ acquired the 33% stake in OGF from Pamplona, bringing its total shareholding to 74%. Pamplona and the OGF management team retain a 20% and 6% shareholding respectively. Pamplona acquired OGF in October 2013, and in the second half of 2015 it sold a 41% stake in OGF to Ontario Teachers’. The transaction has received all necessary approvals and is effective as of April 12, 2017. Terms of the transaction are not being disclosed. Ontario Teachers’ is a long-term investor that aims to identify unique opportunities and partner with strong management teams. It has a long experience in minority and control transactions, investing flexible capital from its own balance sheet alongside a supportive governance framework to oversee future growth plans. OGF, founded more than 170 years ago, has an unparalleled nationwide network of 1,100 branches, 550 funeral homes and 72 crematoria and a portfolio of highly recognised brands. With the support of Pamplona and Ontario Teachers’, the business has completed multiple acquisitions in recent years, growing the portfolio and improving operations. The management team, led by President and CEO Philippe Lerouge, has consistently delivered strong growth and financial performance. The team’s strategy of providing a best in class service, via a uniquely integrated offering across the entire funeral service value chain, has resulted in a 10-year average customer recommendation rate of 97%. OGF maintained its market leading position, delivering a record turnover of €625 million in the year ended 31 March 2017. Markus Noé-Nordberg, Partner at Pamplona, commented: “We are proud to have participated in OGF’s development since 2013. Under our ownership OGF has invested over €300m in both internal development and acquisitions. We look forward to continuing our partnership with Ontario Teachers’ and the OGF management team, and supporting the future growth of the business. Jean-Charles Douin, Director of Ontario Teachers’ EMEA, commented: “OGF’s stable long-term growth profile and proven trackrecord fits Ontario Teachers’ investment mandate perfectly. Since 2015, we have supported the business’s organic and acquisitive growth, while it has continued to improve financial and operational performance. We look forward to supporting OGF’s development, as it continues to deliver the highest service standards, reinforce its market position and deliver positive results.” Philippe Lerouge, President and CEO of OGF for 16 years, stated: “I would like to thank Pamplona for having endorsed our strategy over the past years and I am very pleased by Ontario Teachers’ confidence in OGF business model and our ability to pursue our growth strategy in the future. We will continue to deliver a premium quality service for our clients, and focus on the core values of our business.”

31 Gamechangers


iDEAL BRIEF

KEYLANE ACQUIRES DANISH LEADER SCHANTZ Faster and easier IT innovation at life and pension providers’ fingertips Keylane, supplier of SaaS solutions for the insurance and pension industry has acquired Schantz, a recognised leader of software solutions for financial institutions. The combination of resources and capabilities will ensure that both Keylane and Schantz clients will benefit from the delivery of future-proof solutions. Continued market developments in the financial industry, like the need for more customer centricity, cost reduction and digitalisation, now requires a lot more flexibility of core IT-systems. With Schantz, Keylane has acquired a modern and innovative software platform that can be used in the transformation of the international life and pension market. The combination will provide a solid base for future international growth and will accelerate R & D.

More strength in a consolidating market

Ronald Kasteel, Executive Board Member at Keylane believes that “Combining our companies will accelerate the Keylane company strategy of becoming the leading European supplier of software to the insurance and pension industry. This new scale provides us with more strength in a rapidly consolidating market. Moreover it gives us a stronger presence in the Nordics. Schantz will also extend our product portfolio with holistic financial planning services to the European financial industry.” Combine innovation with best of breed Jesper Essendrop, CEO at Schantz said: “We went about a detailed search to fulfill our internationalisation strategy and found a perfect match with Keylane. With a strong cultural fit and shared values this deal fast tracks our vision of extending the reach of our products on an international basis.” “The Netherlands and Denmark operate the world’s most extensive life and pensions services. The acquisition enables us to offer advanced solutions to deliver comprehensive services across the full life and pension value chain based on the combined offerings from Keylane and Schantz.” The products Schantz Life, Schantz Valuation and Schantz Advice will be incorporated into the Keylane Software Suite.

QUILVEST PRIVATE EQUITY AND ANTOINE HENRY, FORMER CEO OF SAGE FRANCE, ANNOUNCE THE ACQUISITION OF EUDONET, FRENCH LEADER IN CLOUD CRM Quilvest Private Equity, the private equity arm of the Quilvest group, a global, independent wealth manager and private equity investor, and Antoine Henry, former head of Sage France, have announce the acquisition of Eudonet (“the company”), a publisher and integrator of CRM solutions, from its current founders (Christophe Morizot, Bertrand de La Villegeorges and Guillaume Bouillot), and additional shareholders NAXICAP Partners. The acquisition will be made through an organised divestiture process, and financial terms have not been disclosed. Eudonet is a publisher and integrator of generalist and verticalised CRM (Customer Relationship Management) solutions. Available in SaaS, Cloud and On Premise mode, Eudonet solutions are adapted to the needs of any type of structure: SMEs, large accounts, chambers of commerce and industry, educational institutions, associations, foundations, professional federations, cultural institutions and public authorities. Eudonet has established operations in France, Canada and the United Kingdom, and serves more than 900 clients. Eudonet was created in July 2000 by Christophe Morizot, Bertrand de La Villegeorges and Guillaume Bouillot. Following the announcement, the founders will leave their operational positions within the company and will be replaced respectively by Antoine Henry, appointed President of Eudonet, and Fabrice Vernière, Chief Financial Officer. The founders will remain associated with Eudonet as minority shareholders. The company strategic plan focuses on accelerating growth in the French and European booming markets, supported by new digital usage and the first equipment of companies and organisations. Thanks to Quilvest Private Equity support Eudonet aims to become the European leader on its preferred markets. Thomas Vatier, Partner at Quilvest Private Equity, commented: “We are delighted to work with Antoine Henry and Fabrice Vernière. The talented team at Eudonet reflects Quilvest’s own entrepreneurial spirit, and we look forward to supporting the company’s future growth, both organically and through acquisitions in France and abroad”. “Eudonet is a French leader in CRM, with innovative cloud and mobile technology,” said Antoine Henry, President of Eudonet. “We look forward to building on the solid foundations set by Christophe Morizot, Bertrand de La Villegeorges and Guillaume Bouillot and on their quality teams to accelerate the growth of Eudonet and continue its internationalization”. The founders added: “We are proud of the progress made since the company was founded in 2000, and we thank our current financial partner for their trust and support over the past few years. We are pleased to pass on the company to Antoine Henry

Gamechangers 32


iDEAL BRIEF and Quilvest Private Equity who will know how to pursue the company expansion while preserving its specificities”. Gaëlle Tanguy, Associate at NAXICAP Partners, concludes: “We thank the three founders and the Eudonet team, who have achieved an uninterrupted growth path over the past six years. Christophe Morizot, Guillaume Bouillot and Bertrand de la Villegeorges have enabled the company to become the French leader in CRM by doubling its size and offering an innovative technological solution. The three founders have also successfully embarked on an international expansion, in which Eudonet will accelerate its development with its new partners. “

PRAXISIFM COMPLETES FOURTH ACQUISITION IN 12 MONTHS PRAXISIFM has completed its fourth acquisition in 12 months and strengthened its presence in the Middle East. The acquisition of Dubai-based Ryland Gray follows the purchase of fiduciary and corporate governance consultancy Ampersand Management SA in April 2016, the fiduciary and accounting company Balmor Management SA in Switzerland, and Cavendish Corporate Investments PCC Limited in Guernsey. ‘PraxisIFM has a long-established client base in the Middle East and has been working to develop this market further. Ryland Gray brings additional expertise, particularly in the area of employee benefit solutions, and bolsters our presence in the region. We see this as an important market for the group, and we are delighted to welcome founder Simon Fielder and his nine-strong team to PraxisIFM,’ said CEO of PraxisIFM Group, Simon Thornton. Ryland Gray, which was established in Dubai in 1995, offers financial administration and corporate consultancy services across the Arab Gulf Cooperation Council States. It specialises in innovative structural financial solutions for corporate and institutional clients. Ryland Gray will rebrand as PraxisIFM Consultancy FZE. The team has recently moved to Dubai Silicon Oasis and the business will continue to be led by Simon Fielder. ‘Becoming part of the growing PraxisIFM group is positive for both our team and our clients. Our team will have greater opportunities for career progression and the opportunity to work across the group’s 10 different locations. Both Ryland Gray and PraxisIFM’s clients will benefit from local knowledge of the Middle East, additional expertise and an enhanced product range,’ said Mr Fielder. PraxisIFM is one of the largest independent and owner-managed financial services groups headquartered in the Channel Islands, with assets under administration in excess of $42bn and revenues of more than £30m. The group has around 300 staff across 10 jurisdictions.

REPOSITIVE CLOSES SERIES A FUNDRAISING OF £2.5 MILLION New funds will be used to expand world’s largest human genomic data portal Repositive, the company that created the world’s largest portal for accessing human genomic research data, has closed a Series A funding round of £2.5m. The investors include lead investor, Ananda Social Venture Fund, Force Over Mass Capital and sees Amadeus Capital Partners and Jonathan Milner increase their investments, having previously participated in seed funding Repositive. This brings the total funds raised to date in Repositive to £3.3m. Fiona Nielsen, CEO of Repositive, said: “This investment will allow Repositive to expand its commercial offering through the development of premium features for our fast growing community of platform users worldwide. Alongside this, we will invest further in expanding the range of data sources on our platform and developing further commercial products and services for the genomics R&D industry.

I am delighted to welcome Ananda as lead investor and to see the continued support of Amadeus Capital Partners and Jonathan Milner.” Lennart Hergel, Investment Director for Ananda Social Venture Fund commented: “Repositive is unique in identifying, providing access and democratising genomic data without ethical compromise. We believe that this will reduce time and cost for diagnostics and drug development, therefore enabling better and affordable access to new and personalized therapies for patients. We have confidence that the energetic and capable Repositive team will drive this impact and create a very successful company on a commercial level.” Jonathan Milner added: “Repositive have made great progress in building their platform and the community it supports. With plans to commercialise the platform this year, Repositive are in a strong position to become a commercial and scientific global success.”

33 Gamechangers


iDEAL BRIEF

Pierre Socha, Principal, Amadeus Capital Partners, said: “Since the initial seed funding round, the Repositive team has made excellent progress in developing its platform. With a growing user base, including many of the world’s largest pharma companies, and a series of global partnerships, Repositive is strongly positioned for future growth.”

MAJOR ACQUISITION FOR CONSERVATORY OUTLET A leading Wakefield manufacturer has announced the acquisition of one of its largest retail customers for an undisclosed sum. The bold move will see Conservatory Outlet and Newcastle-based Pennine Home Improvements, two of the North’s leading home improvement businesses, under the same ownership. Funding to support the deal has been structured by Allied Irish Bank (GB). As one of the top 2% of fabricators in the UK by volume, Conservatory Outlet manufactures high-quality windows, doors and conservatory products from its 60,000 sq ft facility, supplying to a retail network of 24 installation companies that operate across the UK. Conservatory Outlet is managed by Greg Kane CEO and Michael Giscombe, MD. This latest strategic acquisition is set to take the Group’s turnover to £25m – an exceptional fivefold growth achieved in the past seven years. Greg Kane, CEO of the Conservatory Outlet Group explains: “We’re delighted to announce that Pennine Home Improvements and Conservatory Outlet have joined forces, bringing the manufacturing hub of our business closer to the customer than ever before. “Pennine has been part of our network of retailers for just over three years, and has experienced an impressive 30% growth in that time, largely due to its highly committed management team and excellent internal processes.” I’m certain our new vertical partnership will facilitate a level of knowledge-sharing never before seen in this market which will further support the growth and development of both businesses.” Well-known and respected in the North East, Pennine Home Improvements will continue to operate as a separate retail business from its existing industry-leading showrooms in Benton, Gosforth Park, Birtley and Ponteland. Graham Auld, the previous owner and Managing Director will exit the business. Mark Tinnion, the former Brand Director will become Managing Director and work alongside

Gamechangers 34

Since its launch in September 2016, the community-driven Repositive platform has grown to over one million data sets and the company has expanded their global user base across pharma, biotech and academia. Alongside this, the company has secured a number of significant partnerships with leading genetic research and pharma companies in oncology, through the Repositive PDX Consortium.

his fellow management team which includes Derek McLaren, Sales Director. The combined ownership of the two businesses will allow further development of the Group’s innovative product offer, processes and service features around the needs of the ultimate end-user. Greg added: “The deal can only be of benefit to our wider network of independent retailers, of whom we’re extremely proud and equally as committed to supporting as ever – if they grow, we grow”. Mark Tinnion, Managing Director of Pennine Home Improvements concludes: “We’re really excited about joining forces with Conservatory Outlet and the opportunities for growth that it presents. Our customers are at the heart of everything we do, and being closer to the manufacturing process can only enhance that.” Mark Billington and Matthew Fannon represented Allied Irish Bank (GB) on the deal. Mark Billington, Senior Relationship Manager said: “ “The acquisition has great advantages for both parties and forms part of Conservatory Outlet’s impressive strategic growth strategy.” “We have been delighted to support Conservatory Outlet since 2014 when owners Greg Kane and Michael Giscombe acquired full ownership of the business and we helped to fund the deal.” “They have a very successful and fast growing business and we are pleased to assist a local manufacturer to extend their presence as a market leader within the industry following this latest acquisition.” For further information on Conservatory Outlet, visit conservatoryoutlet.co.uk. For further information on Pennine Home Improvements, visit pennineconservatories.com Advisors on the deal include international accountancy firm Mazars and legal advisors were Field Fisher LLP to Conservatory Outlet and Addleshaw Goddard LLP to Allied Irish Bank (GB).


iDEAL BRIEF

TIME CRITICAL LOGISTICS BRAND COMPLETES MBO • John Earthey, International Director retires from Worldnet • Worldnet US owners Richard and Mary Bhullar buy out John Earthey’s ownership with funding from the Royal Bank of Scotland Time Critical logistics firm Worldnet is focused on growing their market share after securing an undisclosed funding deal with the Royal Bank of Scotland’s Corporate Transactions team. Term loan facilities are assisting Worldnet Directors Richard and Mary complete the Management Buyout of the Worldnet London, Paris and Los Angeles operations following the retirement of John Earthey, Worldnet International Director. Brother and sister Richard and Mary Bhullar, originally from London, have successfully grown the US operation of Worldnet with offices in New York and are excited to bring their wealth of experience back to the UK and Europe.

Brother and sister Richard and Mary Bhullar, Worldnet Directors

Established in 1997, Worldnet today employs 180 staff. Worldnet is more than a logistics company and acts as a global partner to its customers.

“The Royal Bank of Scotland have been extremely supportive and carefully guided us through the funding process alongside our advisors.”

The team is dedicated to moving their customers’ special shipments as if they were their own and serve the most prestigious, cutting-edge companies in fashion, design, technology and other creative industries.

“We were introduced to the bank by Rupert Rawcliffe at SRC CF and were impressed by their speed of response and desire to understand the Worldnet business.”

The funding provided by the bank will support Richard and Mary’s investment in new technology, supporting the Worldnet ethos and enhancing their market leading customer service. Richard and Mary Bhullar, Directors at Worldnet are excited to take the business to the next level and explain: “John Earthey built up a tremendous business in London and Paris and we are delighted to take over the management following his retirement. We have lived and breathed Worldnet since its inception and our customers and staff are our number one priority.”

Mathew Glentworth, Director Corporate Transactions team at the Royal Bank of Scotland said: “I am delighted to welcome Worldnet as a new customer to the bank and support their exciting and thriving company.” “Richard and Mary have grown the business significantly since its inception, working with some of the most prestigious brands in the fashion and media industries.” “John Earthey leaves a great legacy for Richard and Mary to nurture as they look to develop the Worldnet brand throughout the broader European marketplace.”

“As founders of the US division we bring a wealth of experience to London and Paris and look forward to supporting our customers in the fashion and media industries.”

Rupert Rawcliffe, Partner at SRC CF said:

“It is very much business as usual for our clients and employees – as we continue to deliver exceptional levels of service to our existing customers and expand into new industries.”

“Richard and Mary wanted a funding partner that would get this and who would deliver a solution using creativity and determination, Royal Bank of Scotland fitted the bill perfectly.”

“Our investment provides Worldnet with an outstanding opportunity to enhance customer communication and service”.

“SRC CF wish to congratulate Royal Bank of Scotland and Worldnet on completing this complex international deal.”

“Exceptional client service and 100% success rates are embedded into the Worldnet DNA.”

35 Gamechangers


“Gamechanger: A visionary strategist bringing fresh and unique ideas to the table, an individual or business that stands out from the crowd with ideas that inventively change the way a situation develops.�

Gamechangers 36


moves

DAVID AZÉMA JOINS PERELLA WEINBERG PARTNERS AS PARTNER Perella Weinberg Partners has announced that David Azéma has joined the Firm as a Partner in its Advisory business. Mr. Azéma will lead the Firm’s investment banking practice in France, providing strategic and financial advice to clients in the country. He will be based in London. Mr. Azéma joins from Bank of America Merrill Lynch, where he was Chairman of Global Infrastructure and Vice Chairman of Global Corporate and Investment Banking for Europe since 2014. From 2012 to 2014, Mr. Azéma oversaw the French government’s holdings in strategic companies, including inter alia EDF, Engie, Orange, Renault, Safran and Airbus, as head of Agence des participations de l’Etat (APE). Prior to that, he served as CEO of KEOLIS, a global leader in public transportation; Deputy CEO of SNCF Group, a leading French transport and logistics group; CEO of Vinci Concessions, the infrastructure division of Vinci, a global concessions and construction company; and CEO of Eurostar Group Ltd., the high-speed passenger rail service between the UK and mainland Europe. Peter Weinberg, Founding Partner and Head of Advisory at Perella Weinberg Partners, said, “We are excited to welcome David to the Firm. David is an experienced executive and a well-respected member of the European businesses community. His experience, knowledge and network will be invaluable to the Firm and our clients.” Dietrich Becker, Partner and Co-Head of European Advisory at Perella Weinberg Partners, said, “Europe remains a center for deal making as European companies seek growth opportunities and foreign buyers target attractive assets on the continent. France is among the most attractive European countries for our business, and David’s addition significantly strengthens our ability to serve our clients in this important market.” Mr. Azéma commented, “PWP has a demonstrated ability of providing its clients differentiated solutions that address their distinct strategic needs. I am excited to be joining this firm, which remains an agile and independent company with a workforce of 600 collaborators.” Mr. Azéma began his career in 1987 as an auditor in the government accounting office. In 1993, after two years in the cabinet of France’s Minister of Employment, he joined SNCF, the French railway company, where he held positions of increasing responsibility, including “Charge de Mission” in the Strategy Department and Advisor to the President and Director of Subsidiaries and Participations. He later became Chairman of the Consortium InterCapital and Regional Rail Ltd. before assuming the role of CEO of Eurostar Group Ltd, the subsidiary of SNCF, SNCB and Eurostar UK that operated the Eurostar high-speed rail service.

In October 2002, Mr. Azéma joined VINCI as CEO of VINCI Concessions. In June 2008, he returned to SNCF Group as Deputy CEO, rising to become CEO of KEOLIS. From 2012 to 2014, Mr. Azéma was Commissioner for the French Government Shareholding Agency, then he joined Bank of America Merrill Lynch as Chairman of Global Infrastructure and Vice Chairman, Global Corporate and Investment Banking Europe. Mr. Azéma holds a Bachelor degree in Law and is a graduate of the Institut d’Etudes Politiques de Paris (political sciences institute) and Ecole Nationale d’Administration.

MITISKA REIM EXPANDS EUROPEAN INVESTMENT TEAM WITH FOUR NEW HIRES New roles of Director of M&A and General Counsel created, and analyst team expanded Mitiska REIM, the leading specialist investor in European retail parks, has announced the expansion of its investment team with four new hires. These new appointments follow the recent successful final closing of Mitiska REIM’s First Retail International 2 Fund (FRI 2) at €223 million, and reflect the increased investment activity of the company across all its European markets. Marc Formisani has joined Mitiska in the newly created role of Director M&A and Financial Planning, to lead and execute the strong pipeline of investment opportunities the company is undertaking across its Western, Central and Eastern European markets. In this new role, Marc will work closely with the Mitiska REIM investment team to identify, assess and execute investment opportunities in both clustered and standalone retail parks, and integrated retail properties. Marc joins Mitiska REIM following 15 years’ experience in cross-border M&A at KBL European Private Bankers, where he was Deputy CFO and Head of Mergers and Acquisitions, and at Dexia Group. Hanif Mohamed has joined in the new position as Mitiska REIM’s General Counsel, with overall responsibility for the company’s legal activities as it continues to expand its European retail park portfolio. Hanif brings over 20 years’ corporate legal experience, having held similar leadership roles at KBL European Bankers and Dexia Group, and international law firms Ashurst and Allen & Overy. In addition, Mitiska has expanded its analyst team with the appointment of two new investment analysts, Mateusz Szymczak and Enzo Guidez, who are both based in Mitiska REIM’s Brussels office and report to Marc Formisani. Mateusz Szymczak, a polish national, has joined Mitiska REIM as Investment Analyst. Mateusz joins Mitiska REIM from MS TFI, a Polish real estate fund management company, where he worked as investment analyst for the closed-end investment fund MARS FIZ.

37 Gamechangers


moves

Prior to this, Mateusz was a financial analyst at Unibail Rodamco. Mateusz holds a master in finance and accounting from the Warsaw School of Economics. Enzo Guidez, a French national formerly based in Portugal, also joins Mitiska REIM as an Investment Analyst. Enzo started his career in Lisbon as a consultant in capital markets, first at CBRE and then at Retail Partners Europe. He holds a postgraduate degree in finance from the University of Porto. Commenting on the new appointments, Axel Despriet, CEO of Mitiska REIM, comments: “We are excited to have Marc, Hanif, Mateusz and Enzo joining the team as we expand our investment platform across Europe. Their experience and expertise in different European markets reinforces our position as the leading specialist investor in retail parks across Europe, and expands our investment team to 20 professionals.” Mitiska REIM has built a portfolio of retail park properties across Belgium, France, Romania, Poland, Czech Republic, Serbia and Spain, and is building a strong pipeline of additional investment opportunities in the French, Spanish, German and Austrian markets.

BFINANCE EXPANDS GROWING INTERNATIONAL TEAM Two senior hires strengthen the firm’s offer in the UK & Ireland while the recruitment of a senior associate in the Sydney office bolsters the firm’s fast-growing APAC presence bfinance, the independent investment consultancy, announces it has expanded its international team with hires in its UK & Ireland and Australian offices. Paul Doyle as director, Client Consulting, and Chelsie Doyle, as senior associate, Client Consulting, join bfinance’s London office, while Vishal Sharma has been appointed as a senior associate in bfinance’s Sydney office to strengthen the firm’s fast-growing APAC presence. These hires expand bfinance’s already strong team of specialists to better serve its growing client base as the company embarks on its next phase of growth. Paul and Chelsie will work alongside Sam Gervaise-Jones, Head of Client Consulting for UK and Ireland to support the team’s expanding work in both countries. Their appointment will be instrumental in continuing to grow the wider bfinance corporate pensions and insurance company practice while also supporting the increasing work for local authority pooling projects. Paul Doyle joins from Kempen Fiduciary Management where he was responsible for developing and maintaining key relationships with fiduciary management consultants and working closely with the investment strategy and portfolio construction teams. Prior to this Paul held several senior investment roles, including as an investment analyst and fund researcher with Buck Global Investment Advisors, and in a fund administrator role with Custom House Capital Asset Management. Paul has worked on investment manager selection exercises for clients, and has considerable experience in conducting asset class research, as well as providing strategic investment advice.

Gamechangers 38

Paul graduated with a Masters in Finance from University College Dublin, and a Bachelor of Commerce from University College Cork. Chelsie joins from Institutional Investor where she was Senior Institutional Relations Manager for UK & Ireland, responsible for the successful development and delivery of leading institutional investment management events across the UK and Europe. Chelsie has developed strong relationships with senior investors from the corporate and LGPS pension funds, foundations and endowments, insurance firms and consultants across the region. Prior to this role, Chelsie held various PR and media communication roles with Good Relations, Mana Communications and Van Communications. Chelsie holds a BA in English Literature from the University of Durham, and is currently studying for the Investment Management Certificate. As part of its expansion, bfinance has also appointed highly-experienced institutional relationship manager Vishal Sharma as senior associate in the Sydney office with a mandate to support the company’s ongoing international expansion and growing Australian presence. Demand for investment consultancy services by institutional investors in the APAC region has grown and Vishal will work alongside Australia country director Frithjof van Zyp to service the firm’s existing client roster, grow bfinance’s client relationships and increase engagement with major institutional investors. bfinance has embarked on a significant phase of growth and expansion following the investment in the firm by Baird Capital, announced in May 2016, and has since made a number of significant hires to respond to the growing demand for customised investment advisory and strategic implementation services. Over the past year, bfinance has strengthened its investment strategy, client service and research teams with both senior and junior hires. Its Private Markets team has been bolstered with the appointment of Peter Hobbs as Managing Director and Niels Bodenheim, as director. Equity specialist Joey Alcock joined as senior associate, in Public Markets, and Kathryn Saklatvala was appointed as global content director to lead bfinance’s Market Intelligence Group. Frithjof Van Zyp has joined as country director for bfinance in Australia. Sam Gervaise-Jones, head of client consulting, UK & Ireland, said: “We are delighted to welcome Paul and Chelsie to the team as we respond to growing client demand for client consulting services in the UK and Irish markets. They are joining at an exciting time for the business that follows a strong period of success for bfinance. We are confident that demand for our investment advice will grow as increasingly corporate pensions, insurance companies and LGPS seek expert investment advice on how best to execute their investment plans. We believe that Paul and Chelsie bring important business development and strategic institutional relations experience which will be beneficial for our clients and our firm.”


moves

Commenting on his appointment Paul Doyle, director, Client Consulting, bfinance, said: “It’s great to be part of the growing team at bfinance. Client consulting is a fast growing area for the firm, and I believe my considerable experience in business development will add value to the team and enhance bfinance’s ability to offer clients the best advice and service we can. I look forward to contributing to these successes across UK and Ireland, as the company continues to expand.” Commenting on her appointment Chelsie Doyle, senior associate, Client Consulting, bfinance, said: “I am delighted to be joining bfinance, which is an established and respected name in the industry. bfinance is well-known for its bespoke strategic implementation and investment advisory services and I look forward to playing a role in its continued success.”

Commenting on his appointment Vishal Sharma, senior associate, bfinance Australia, said:“I am very pleased to have joined such a well-regarded firm at a time when it is enjoying an exciting period of expansion. I believe my considerable experience in business development and relationship management will add value to the growing team and enhance bfinance’s capability to offer clients the best advice and service.” In addition to its Headquarters in London, bfinance now has offices in Amsterdam, Munich, Montreal, Paris and Sydney. To date the company has advised over 300 institutions on more than 700 engagements, involving investments totalling over $140billion.

MORGAN LEWIS EXPANDS GLOBAL INVESTIGATIONS AND DISPUTES TEAM WITH TWO PARTNERS IN LONDON Morgan Lewis has announced that Chris Warren-Smith and Melanie Ryan are joining the firm as partners in London, strengthening the firm’s robust global team of white-collar litigation and investigations lawyers. They will come to Morgan Lewis from the London office of another law firm, where Mr. Warren-Smith was global head of investigations. Mr. Warren-Smith will serve in a global leadership role in Morgan Lewis’s global white collar, corporate investigations, and sanctions practice. The addition of Mr. Warren-Smith and Ms. Ryan deepens Morgan Lewis’s capabilities in advising multinational clients globally on government investigative and contentious matters, and follows recent partner and team additions to the practice in China, Dubai, Singapore, and the United States. “Melanie and Chris are renowned in the global investigations space and will bring added recognition to our London office in the white collar arena,” said Firm Chair Jami McKeon. “Like many of our partners in London, they share broad scope disputes experience and will expand our elite litigation team serving clients in the United Kingdom and throughout the world.” Mr. Warren-Smith advises clients on corruption, fraud, financial crime, and other regulatory and compliance issues. He also represents clients in regulatory enforcement proceedings, corporate investigations, and commercial and international dispute resolution. With a focus on banking, financial services, and professional indemnity, he advises major financial and professional organizations and insurers in civil and regulatory proceedings. His investigations experience covers regulators in the United Kingdom, the United States, and many other jurisdictions. Ms. Ryan has represented corporations, financial institutions, professionals, and other clients in corruption and securities investigations. She has significant experience in corporate and regulatory investigations and related enforcement proceedings, and advises clients across a range of sectors with a focus on banking, energy, and financial services. Many of her representations involved high-profile litigation and commercial disputes in Europe, the United States, Southeast Asia, and Africa. “Chris and Melanie enjoy a stellar reputation among white collar and government investigations practitioners, clients, and regulators alike,” said Morgan Lewis partner J. Gordon Cooney, Jr., who leads the firm’s litigation practice. “With their exceptional knowledge of banking and financial services, they will be an outstanding addition to our team in London and around the globe.” The White Collar Litigation & Government Investigations team at Morgan Lewis represents clients in a range of federal and state investigations, civil litigation, criminal trials, enforcement actions, regulatory inquiries, and internal investigations. The firm’s clients in this area include Fortune 100 companies, pharmaceutical companies, medical device manufacturers, technology companies, financial institutions, energy companies, retailers, defense contractors, insurers, public officials, executives, and others.

39 Gamechangers


moves

SANNE APPOINT CHARLES LE CORNU AS CO-HEAD OF PRIVATE DEBT & CAPITAL MARKETS A leading outsourced services company has appointed Charles Le Cornu as Co-Head of their Private Debt & Capital Markets business division. The firm says that Mr Le Cornu will be responsible for the strategic direction, management and delivery of SANNE’s Private Debt & Capital Markets business objectives with specific focus on the continued development of the division to ensure that clients receive the highest levels of service and technical expertise across all jurisdictions. Mr Le Cornu will work alongside Conor Blake, fellow Co-head of Private Debt & Capital Markets who is based in SANNE’s Dublin office. Charles joins SANNE from InterTrust, where he was Head of closed-ended funds in the Channel Islands. Prior to joining SANNE, he held various board positions for a number of collective investment funds and investment holding structures, specialising in Private Equity, Debt and Real Estate. Charles has over 15 years’ industry experience, is a Fellow of the Institute of Chartered Accountants in England and Wales and trained with KPMG. Martin Schnaier, Managing Director - EMEA at SANNE, said: ‘The SANNE Executive team are delighted to announce the appointment of Charles Le Cornu. The specialist skills, industry knowledge and expertise Charles brings to SANNE will be important for the business as we continue to grow and will enable us to deliver on our business vision and strategy for 2017.’

Charles Le Cornu, Co-Head Of Private Debt & Capital Markets

INSTITUTE OF TRADING AND PORTFOLIO MANAGEMENT HIRES FORMER GOLDMAN SACHS MANAGING DIRECTOR DAVID PERLIN AS SENIOR TRADING MENTOR David has enjoyed a successful 35-year career on Wall Street on the buy side and the sell side – including as Goldman Sachs’ MD and as a Hedge Fund Head Trader - where he had a front-row seat to the historic secular bull market while participating in all of the financial shocks and corrections of the modern financial markets age. David joins the Institute of Trading and Portfolio Management as a Senior Trading Mentor where he will educate traders on the Mentoring Programme after they have graduated from the Institute’s online educational courses, the Professional Trading Masterclass (PTM) Video Series and / or the Professional FOREX Trading Masterclass (PTM) Video Series. Helping Institute Alumni to realise their objectives in becoming consistently profitable long-term, he will also manage the firm’s global portfolio in allocating capital to profitable students/traders. Commenting on today’s announcement, Managing Partner of the Institute Anton Kreil, said: “I am personally extremely proud to be part of announcing this news today. Back in

Gamechangers 40

2000, when I joined the Goldman Sachs trading desk in Europe, spent a lot of time back and forth from New York and David became an invaluable Mentor to me during my career. “We spoke every day on the phone and were together directly responsible for many of the biggest paying trades in the financial markets in the early 2000s. Now we will be working on the same team again. David’s wealth of Financial Markets knowledge and experience is truly priceless. He has mentored some of the world’s greatest Hedge Fund and Investment Bank talent of the last three decades and I couldn’t be more excited to have him on board. Institute Traders and Alumni will be astounded by how good he is.” Background David graduated from New York University (NYU) with combined Business Studies and Finance degrees plus an MBA certification in the late 80s and began his career as a trading clerk on the New York Stock Exchange. He joined the Program Trading desk at First Boston (predecessor to Credit Suisse) as an active client portfolio seller in the Stock Market


moves

Crash of 1987, moving to the US Institutional Desk to begin his sales-trading career where he made his reputation after a classic value investing client became the buyer of choice for financial stocks during the Savings and Loans Crisis of the early 90s. At a young age, David was regularly trading some of the largest institutional blocks of bank stocks on Wall Street. That early success attracted the attention of several renowned firms, and in 1994 David was recruited by Goldman Sachs to become a Senior Sales Trader in their US Shares business in New York. David was charged with covering some of the largest and most complex institutions that Goldman covered including Hedge Funds, global Investment Management companies and pension funds. In the late 90s, Goldman Sachs asked him to manage the International Equity Sales and Trading effort in the Americas, where he arrived at the start of the Asian Currency Crisis, continuing to cover large clients in addition to his managerial role. It was from this ‘player-coach’ position that David developed his advanced mentoring skills. He takes

pride in seeing many of his mentees now leading trading desks on both the buy and sell side today. In 2000, David was named a Managing Director and led the Goldman Sachs International Equity business to a $200 million revenue year. In 2004, he retired from Goldman Sachs to help form Keel Capital, a global Long-Short Equity Hedge Fund, where he served as Head Trader and Risk Manager. Keel managed $250 million of institutional assets within a year of formation. Keel returned its capital to its investors in 2007 and David returned to the sell-side for leadership roles at Morgan Stanley and HSBC. In 2012, he moved with his family to Washington, DC and re-joined Goldman Sachs in their Investment Management Division, advising Ultra High Net Worth families globally on their investable wealth. At the same time as joining the Institute, David is now launching Pearl Investment Partners, a Registered Investment Advisory with a Family Office focus.

DUFF & PHELPS CONTINUES TO STRENGTHEN ITS UK RESTRUCTURING PRACTICE Duff & Phelps, the premier global valuation and corporate finance advisor, announced that Allan Graham has joined the firm’s Global Restructuring Advisory practice as a managing director in London. Allan will focus on Duff & Phelps’ mid-market restructuring and insolvency cases nationwide. Having spent half of his career in the Midlands, he will work closely with Matt Ingram, who leads Duff & Phelps’ Restructuring practice in Birmingham. Allan joins Duff & Phelps from KPMG, the ‘Big Four’ accountancy firm, where his 27-year career included 19 years as a Restructuring partner. Having also been based in London for a number of years, Allan is poised to assist London mid-market corporates, and has particular expertise advising manufacturing, recruitment, and printing and packaging businesses. David Whitehouse, Managing Director at Duff & Phelps, commented: “We are delighted to announce Allan as the latest addition to our growing Restructuring practice. Over the last six months, we have welcomed Phil Dakin and Trevor Birch as managing directors to the team and continued to invest in our own talent, promoting Mike Bills to managing director in our London office. The exceptional pool of talent we have enables Duff & Phelps to strengthen our position in the UK Restructuring market and to provide expert advice to business in all sectors from our offices in Manchester, Birmingham and London.” Allan is a Chartered Accountant, Insolvency Practitioner and member of the Association of Business Recovery professionals R3.

CIL APPOINTS TABITHA ELWES TO LEAD NEW MEDIA PRACTICE CIL, the leading management consultancy, has appointed Tabitha Elwes as a partner to head its new media practice. Tabitha joins from Prospero Strategy Consultants, which she helped to build as a partner from 2011; previously she was partner in charge of Media at Spectrum Strategy Consultants. She has a long track record of advising clients in the media, digital and tech sectors internationally. She also has extensive M&A experience and has advised on deals totaling over €6 billion. Sebastian Chambers, managing partner at CIL, said: “We are delighted that Tabitha is joining us to lead our focus on media. CIL has extensive expertise in many of the adjacent technical, retail and digital areas that are increasingly relevant to the media sector, so strategically this is a very good fit for our existing clients.” Commenting on her appointment, Tabitha Elwes said: “CIL has a fantastic client base and I look forward to working closely with the team, building awareness of our capabilities and credentials in the media sector. A key focus will be helping investors understand the opportunities in the sector.”

41 Gamechangers


PARADE

Adidas Smart Ball

The miCoach smart ball has a built-in sensor that tells you everything you need to know about your kick so you can learn to control, strike and manipulate the ball like a pro. Compatible with iOS and Android. Connect the smart ball to your Android or iOS device for instant feedback on power, spin, strike and trajectory, along with tips and guidance to help you develop supreme on-pitch skills.

AIR2

Now you can enjoy the convenience of hands-free Bluetooth power with a speaker that’s simply stunning. The AIR² by Summit Electronics is a next level toy for the futuristic audio fan. You and your guests will be delighted and dazzled by its gravity-defying design.

Gamechangers 42


PARADE

Edyn Garden Sensor and Water

Edyn keeps you connected to your garden by giving you the tools to make your garden thrive - so you always know precisely what’s needed to keep your plants healthy. Conditions in your garden are constantly changing; know what’s happening in real time so you can keep your plants healthy. The Edyn Garden Sensor tracks light, humidity, temperature, soil nutrition, and moisture - and then cross-references this information with plant databases, soil science, and the weather to give you customized gardening guidance.

Pioneer Elite SC-89

When it comes to creating the very best in home entertainment, the Elite® SC-89 AV Receiver is at the head of the class. Combining the enhanced realism of Dolby Atmos® with the immense power of Class D3 amplification, the SC-89 delivers unmatched sound, effortless connectivity, sophisticated room correction and advanced multi-zone features. Perfectionists, get ready to be transformed by the ultimate audiophile surround-sound experience.

43 Gamechangers


PARADE

Estelon Extreme

Estelon’s relentless pursuit for perfection in speaker design and all the knowledge accumulated through the years of progress has been invested in the Estelon Extreme. The proprietary marble-based composite material with the finest aesthetic finish presents the familiar sculpture-like design that Estelon has trademarked over the years. The most noticeable change in Exteme’s design is that it is built of two modules. The upper module allows the speaker to be adjustable by user for optimizing the sound in regard of room specifics. The two-module design also isolates the high, medium and mid-bass drivers from the vibration that the lower positioned bass drivers provide. Symmetrically arranged bass drivers work in equal conditions, which results in outstanding bass performance.

Philip's Fidelio B5 Wireless Surround-on-Demand Soundbar

The Philips Fidelio B5 soundbar creates surround sound using wireless detachable rear speakers and subwoofer. Audiophile drivers and spatial calibration ensures dynamic, balanced sound. Rears become independent speakers for music anywhere. An innovative soundbar with a pair of detachable wireless speakers that deliver true surround sound – an idea that Philips calls “Surround on Demand”. The beauty of this system is that you can whip out the rear speakers for movie night, then stow them away neatly in the soundbar when you’re watching TV or listening to music.

Gamechangers 44


PARADE

Amaryllo, iCam HD Pro

iCam HD Pro is Amaryllo’s newest entry to the home security market. It is an innovative home security camera featuring full HD video, object tracking, multi-viewing, and 360° of rotation giving the user complete control over their home anywhere. The first security robot that can talk, hear, detect faces whilst presenting a 360 degree auto track that can link to Google Services.

Multi-function Air light

Zalman is known for a variety of computer-related products, most notably the company’s cooling solutions. Now they’re looking to cool down another area: your home. Z-Air is a ceiling fan with concealed blades, air purification, and LED lamp integrated together into a sleek and aesthetically pleasing dome. Simple and easy installation plus smart automation for hassle-free use and operation.

45 Gamechangers


PARADE

Hues of ofCopper vert Royal brass to richen up airy summer spaces

Kartell Masters Chair by Philippe Starck Available at Kartell online

Melt Pendant Light in Copper, by Tom Dixon Available at Heal’s

Gamechangers 46


PARADE

“Stow” Sideboard in Copper, Made.com

The Marseille Cyprium Copper Bateau Bath, The Cast Iron Bath Company

47 Gamechangers


PARADE

Blocks Mirror Copper, Dwell

“Orrico” Rose Gold Hammered Aluminium Coffee Table, Habitat

Cardinal Copper Trunks, Sweetpea & Willow Gamechangers 48


“Gamechanger: A visionary strategist bringing fresh and unique ideas to the table, an individual or business that stands out from the crowd with ideas that inventively change the way a situation develops.�

49 Gamechangers


Can respect be the key to global growth in the pharmaceutical industry? Sintetica Global Division is the international Division of Sintetica delivering injectable anaesthetics and analgesics to patients worldwide, through innovative science and excellence in development, production and marketing. Pasquale Mitidieri, Global Markets Corporate Director, tells us more about Global Division following their Awards as Growth Company Division of the year 2017 - Switzerland.

Established 1921 in Switzerland, Sintetica have sites based in Switzerland, Germany, Austria, Italy and United Kingdom, with the headquarters in Mendrisio, Switzerland. With 230 people employed in Europe with an average of 41-year coming from 25 different countries in the world. Sintetica’s focus is primarily on local anaesthesia and pain relief.

Local anaesthesia and pain relief are two in which we have been the market leader for many years in Switzerland. Moreover, we are also seeking to develop a position in the growing field of neuromodulation, as Pasquale explains. In 2011, we established the global division, which was the first international corporate structure. The global division was tasked with pursuing international growth under two distinct models, being a B2B licensing strategy and somewhat later a B2C strategy in select markets.

Gamechangers 50

Under the B2B model, we sought to license out our top brands to partners with whom we shared values. Foremos among these values is that people and relationshi including business relationships, come first, and t Sintetica seeks to build business by finding partn with whom we can share our values. As such, all o partners must meet strict ethical criteria and sha our innovation driven ‘quality without compromis value proposition. This was the most critical and difficult challenge we have faced since beginning our internationalization efforts, however I am proud to say that we have been very successful.


Today, we have submitted more than 300 product registrations in over 100 different countries via the network of partners we have built over the last five years. The first phase of expansion covered North, Central and South America, South East Asia, and the Pacific. Many of these registrations have yet to come through, but so far we have seen strong growth in the US, and some good returns in the Pacific. YOY growth is largely exceeding 50%, consolidating the impressive growth stream of the last years. “We are fully committed to innovate therapies and drugs in local anaesthesia, pain management and neuromodulation. As such, we move forward with passion and competence in the full respect of people and the environment. All our efforts and resources are focused to become leader in these fields by developing novel medicine and better treatment options for physicians and patients worldwide. “To achieve this leadership by innovation in the context of global growth, we consider strategic partnering and business development the key factors”. Global division is therefore focusing on high speed robust partner selection and affiliation in every country of the world. It is determined to offer a dynamic portfolio of selected branded medicines, developed to answer unmet clinical needs, to build sustainable and long lasting alliances.

st ips, thus ners our are se’ d

51 Gamechangers


“We have built an agile and multicultural high-performing Division to support the rapid global expansion. Global Division has two sites, one based in the HQs of Mendrisio -Switzerland and the second in Como-Italy, from where all partners world-wide are managed.” A novel structure of alliance managers is under final definition to cover the entire globe and ensure high level proximity support to our business partners to reinforce even more the long lasting fruitful cooperation model. Recently, the Global Division found success in ACQ5 Global Awards 2017 as Growth Company Division of the Year Switzerland. “It’s an incredible joy first and it represents a tangible reward to the huge efforts and strong ambition of all my team to move from a small Swiss excellence to a leading global company. This award makes me, my team and all 230 employees of Sintetica proud and honored of the work done. At the basis of this amazing international success are our values and principles” Pasquale says. When discussing what differentiates Sintetica Global Division from competitors, marking them out as the best possible option for their partners, Pasquale reflects on how the culture of Sintetica and all the strategic choices are firmly based on respect. “Respect is the core value of the company and it permeates across every employee. The concept of respect is divided into three well-defined directions. It is expressed in relation to its employees, enhancing the different characteristics of each one.

Sintetica S.A. - Global Division Pasquale Mitidieri Global Markets Corporate Director Via Penate 5, 6850 Mendrisio, Switzerland Tel: +41 (0)91 640 42 50 Email: pmitidieri@sintetica.com Web: www.sintetica.com/global

Gamechanger 52


Whether for work or as an individual, through activities which create a pleasant environment in which to work and express themselves. This same concept is also expressed towards the patients using Sintetica drugs worldwide, providing them with the highest quality products and investing in innovation to imagine the best care solutions for the future. Consequently, it materializes towards its global partners, showing them loyalty, absolute ethics and both operational and development support of advanced go to market strategies. The convergence of these three well-defined areas make up the Sintetica Global Division Value Proposition. It is a distinctive and strategic element of its own identity in the wide world panorama of the pharmaceutical industry. Therefore, Sintetica does not only export drugs of the highest quality throughout the world, but also the complex of their own values. The latter, shared by its network of global business partners, gives the Global Division unique characteristics in their approach to international markets and profound value in the go to market philosophy. The culture of total respect and the focus to the individual person shall be considered as our fundamental heritage. The people are the real stars of our business and the biggest resource we count on to grow and develop the company. At Sintetica, we seriously take the obligation to meet the highest standards of business ethics and integrity, and make meeting those standards the responsibility of all our employees. That is why, when hiring new employees, we look for ‘smart’ people who share our thirst for diversity, our respect for traditions and our aim to be a global leading company.

53 Gamechangers


CANADA PHARMACEUTICAL COMPANY OF THE YEAR, ENDOCEUTICS

Women’s health and wellness is a growing industry. The Health and Wellness Industry Trend Report 2017, produced by Women’s Marketing, predicts that the global women’s wellness industry was worth $3.7 trillion in 2016, and is set to grow by 17% in the next five years.

well as memory and cognition loss.

However, much of this growth is in the fitness, beauty and supplement market. In a report by The Harvard Review called The Female Economy, despite paying more for medical insurance, the majority of women in the US, and middle-aged women in particular, expressed dissatisfaction with the medical services on offer. It seems that the medical industry has some catching up to do.

Ultimately, I think it is our focus, and our advocacy of these values and aims, which are at the basis of our expected success.

It is refreshing therefore to meet a company focused on women's health, and on the specific issues that will affect them throughout their lives. Endoceutics is a convincing example – a pharmaceutical company dedicated to medical research in women’s health.

In addition to the previous discovery of medical castration and combined androgen blockade in the 1980s - the standard treatment of prostate cancer which continues to help millions of men worldwide - there are 32 million women in the United States alone who could benefit from Intrarosa™, the drug mentioned above.

We talked to Dr Fernand Labrie, CEO of Endoceutics Inc., about how their company is making strides in female-focused medicine. What does Endoceutics, Inc. do as a company? Endoceutics is a private pharmaceutical company operating in the field of women’s health and hormone-sensitive cancer prevention and treatment. In November 2016, the FDA approved Intrarosa™ for the treatment of dyspareunia, the most important symptom of vulvovaginal atrophy due to menopause. Following this success, Endoceutics focuses on developing non-estrogen based therapies for sexual dysfunction and other symptoms of menopause, including hot flushes, osteoporosis, muscle loss and type-2 diabetes. Hormonal therapies for breast, uterine and prostate cancer, male hypogonadism as well as endometriosis are also under development. Endoceutics has five Phase III product candidates addressing big market opportunities and two Phase I/II product candidates.

We have a strong desire to move science forward to enable our fellow citizens to enjoy a better life and this will remain our ongoing goal.

What makes your firm unique? How do you distinguish yourselves from your competitors and present yourselves as the best option for your clients?

This treatment uses Prasterone (DHEA), a compound without intrinsic estrogenic or androgenic activity, which is transformed intracellularly into androgens and estrogens only in the cells and vaginal layers which are physiologically in need of these sex steroids. This innovative treatment provides a replacement for the local deficiency in sex steroids with no significant increase in circulating estrogens or androgens and consequently having neither an effect on other tissues or any safety concerns. Additionally, positive effects are observed on the four domains of sexual dysfunction, namely desire, arousal, orgasm and pleasure; an effect secondary to local androgen formation and not found with estrogens. These observations are under further evaluation by Endoceutics. I think this shows we have a holistic approach to women's health, focusing not only on symptoms, but correcting the cause of the symptoms and improving the quality of life. You are based in Québec. What advantages does your location give you?

Endoceutics has exclusive worldwide rights to patents, patent applications, technology and know-how related to all its products.

Well, essentially we’re working in an innovative capital bursting with creativity and boasting a strong economy based on knowledge, technology, and world-class research.

We’re very busy, in other words, trying mainly to improve the health of women, but also male hormonal problems.

The city also possesses strong cultural and touristic sectors. Québec City's main strength is a specialised and highly educated workforce, which makes it one of the most competitive cities to do business.

Why do you think you’ve been so successful? We always look for clinical applications while developing and using the most effective technology. We’re never afraid of change, which I believe is the key to improved medicine. Our overall aim is to be able to offer all women around the world the benefits of efficacious and safe treatments of menopausal problems, including hot flushes, vaginal dryness, sexual dysfunction, loss of bone, loss of muscle as

Gamechangers 54

This is definitely the right location for us and helps us make a success of what we do. How do you use technology to ensure each project is completed to the highest possible standard? To keep ahead of this field, we will be exploring more


COVER

clinical applications using the best technology, which we largely developed. For example, the mass spectrometry-based steroid assays, which have become the gold standard in the industry. Changes in therapeutic strategy is central to improving the lives of women across the globe, and as such, we will continue to embrace this approach as we seek to be the leaders of innovation in women’s health in the pharmaceutical market. Have recent global social, political and economic challenges affected the infrastructure market in your region? Yes and no. The global economic situation holds challenges for all companies. But our main challenges are always present. From research to the application of a product within a therapeutic setting is a lengthy and meticulous process. And one of the important, yet necessary challenges is all the phases we need to go through up to the FDA, Health Canada or other health agency approvals. Finally, one of the biggest challenges in medical research and development is to find investment and people who believe in your project, which whilst not easy, can be achieved. What does the future hold for Endoceutics, Inc.? One of our most exciting prospects is bringing Intrarosa™ to market in all countries and potentially changing the lives of millions of women around the world. Looking to the future, we believe that the female health market will be dominated by a focus on creating novel treatments for all aspects of menopause, based upon intracrinology or the normal physiology of sex steroids. We believe it is necessary for Canada to give strong support to the science at all levels. It is the best, if not the only way, to support and develop a competitive economy and optimise the health and quality of life of all Canadians.

EndoCeutics, Inc. Fernand Labrie 2795 Boulevard Laurier #500, Ville de QuĂŠbec Quebec G1V 4M7 Canada Email: flabrie@endoceutics.com Phone: +1 418-653-0033 Web: www.endoceutics.com

55 Gamechangers


WO R LD VI EW

Private equity wins even when it loses, thanks to debt markets • Buyout shops use borrowed money to pay themselves dividends • Many retailers struggling due to competition from internet The Payless shoe company was already on its way to becoming another retail victim of the internet when the private equity guys showed up. That the firms - Golden Gate Capital Inc. and Blum Capital Partners - weren’t able to turn Payless around after acquiring them in 2012 isn’t so surprising. That they’ve still made out so handsomely is. As Payless shutters hundreds of stores and struggles to repay $665 million of debt, Golden Gate and Blum turned a profit on the deal. How? By having Payless borrow millions in the financial markets, a move that’s pushing the company to the brink. The firms have collected $350 million from Payless through debt-funded special dividends. Golden Gate and Payless declined to comment and Blum didn’t respond to requests. Private equity firms have always borrowed to buy companies. But now, with debt so cheap, they’re layering on subsequent borrowing at an unprecedented clip to pay themselves, putting an additional, and at times fatal, financial strain on their newly acquired companies. From the start of 2013, private equity owners have taken out more than $90 billion in debt-funded payouts, according to data compiled by LCD, part of S&P Global Market Intelligence. “Private equity firms are hastening the demise of companies that are already troubled by siphoning off money for themselves,” said veteran litigator Ronald Sussman, who has represented creditors in retail bankruptcy cases. Online Shopping Tough times for employees, bond investors and mall neighbors haven’t meant shared suffering for private equity executives. The signature Wall Street business of this century has reshaped companies big and small and, some say, ushered in a new era of American capitalism. In a testament to the industry’s rise, several prominent figures, including Stephen Schwarzman of Blackstone Group LP, are now advising President Donald Trump. Certainly, the primary responsibility of private equity firms is to make money for their own investors, and sometimes that conflicts with what’s best for employees or bondholders. How they make the markets often dictate the money. If equity investors are clamoring for new stock, the businesses sell stock. If not, they can be recapitalized through a new debt sale to generate a dividend for the owners. “You just sell them if the sale market is good, and if not, you recap them and you make money that way,’’ Schwarzman told analysts during an October 2015 conference call. “So we just sort of go with the flow, if you will.’’

Gamechangers 56

Annual Returns Private equity firms have generated 14 percent annualized returns after fees in the past five years, according to Cambridge Associates’s U.S. private equity index. That’s almost double the 7.4 percent returns on high-yield bonds in roughly the same period. Retailers, who’ve been savaged by online shopping, just endured one of the worst holiday seasons in memory, with earnings in the fourth quarter declining for the third time in four years. Chains such as Macy’s Inc., Sears Holdings Corp. and J.C. Penney Co. are closing stores and already this year regional department-store chain Gordmans Stores Inc., outdoor outfitter Gander Mountain Co., and appliance and electronics seller HHGregg Inc. filed for bankruptcy. RadioShack filed for the second time. Firms like Golden Gate, Sycamore Partners and Sun Capital Partners are among those that have scooped up retailers in debt-fueled buyouts. As the industry stumbles, borrowing is choking some of the companies. Mervyn’s Chain Investors point to the collapse of department-store chain Mervyn’s in 2008 as a watershed. Just four years after private equity firms led by Sun Capital bought it from Target Corp., the chain was forced to shut its 175 locations and shed 18,000 jobs. Sun Capital and its partners, including Cerberus Capital Management, paid themselves $200 million by borrowing money through the retailer. “They were after the dollars and evidently came out quite well,” said Mervin Morris, 96, who founded the chain in 1949. Losers were the stores, which “couldn’t sustain the additional debt they put on,” he said. “They broke my heart,” Morris said. In a strategy that’s been repeated by other private equity firms, the owners split Mervyn’s real estate properties and its retail businesses, forcing the shops to pay higher rents and pocketing the gains, Morris said. In 2012, creditors won a breakthrough settlement for the chain’s collapse. “We all thought this would change the behavior of private equity firms,” said Eileen Appelbaum, senior economist for the Center for Economic & Policy Research in Washington. “Turns out, that wasn’t the case.” Balance Sheet Doug Allen, a spokesman for Sun Capital, said the firm sold three retailers last year that remain thriving businesses even after they distributed cash to investors through debt-funded dividends. “As we can see across the current retail landscape, the business challenges that lead to a Chapter 11 filing are often broader and more systemic than a decision to return capital to investors,” Allen said.


WO R LD VI EW

Retailers usually borrow for dividends while they’re still making money. That enables the private equity firm to pay down debt, then borrow more, called re-levering, said Frank Maturo, vice chairman of equity capital markets at UBS AG in New York. Cash Flow “So if the cash flow is there, they could take out whatever they need to take out” to show investors good returns, Maturo said. The buyout firms “keep taking out dividends so they’ve gotten all their investment back. Then it’s just gravy and they just keep re-levering it.”

It’s later, after sales sag, when it becomes apparent that the company is carrying too much debt. “You can lever up an asset tremendously and return that cash back to shareholders in a heads-I-win, tails-you-lose,” said Brent Beshore, who runs Columbia, Missouri-based adventures, which buys equity stakes in small private businesses. “It’s a great gig if you can get it.”

Nabila Ahmed and Sridhar Natarajan Original Source: Bloomberg

Private equity firms demonstrate strong demand for consulting businesses Private equity (PE) providers are enthusiastic investors in knowledge intensive business services. Last year was marked by some headline grabbing exits and new investments by the largest global buyout firms and this had a re-affirming effect on PE’s keen interest in this space. These included KKR’s acquisition of Optiv Security from Blackstone, as well as the sales of AlixPartners by CVC and the divestment of Carlyle’s remaining stake in Booz Allen Hamilton. Equiteq find that their own experience of achieving many great outcomes for clients who secured PE investment in 2016, and the line of investors queuing at their door for deal flow, bodes well for owners in 2017.

The key attributes they seek are strong management teams, robust long-term drivers for growth and barriers to entry propped up by proprietary methodologies and intellectual property. The presence of these characteristics are usually reflected in key performance indicators (KPIs). The table, extracted from the 2016/17 Buyers Research Report shows the average minimum acceptable KPIs that corporates and PE said they seek on an acquisition opportunity and illustrates how PE choose to be more discerning with respect to business performance.

Sustaining growth in successful businesses – an owners challenge A challenge for many owners of valuable businesses is the changing attitude to risk that creeps up as success is achieved. It’s natural for sentiment to shift from value creation to value preservation. While natural, it’s also a sure sign that owners’ personal financial portfolios are out of balance and a warning that excess cautiousness will be sub-optimal for their business in the longer term.

Interestingly, the survey results in the Buyers Research Report also shows that PE is often prepared to pay a higher price than trade. The table below shows the average historic EBITDA valuation multiple that corporate buyers and PE investors said they were prepared to pay for growing businesses.

PE can be a very flexible solution for owners – whether for a full exit or a partial value realization that enables owners to de-risk and retain an interest in the future upside. Good PE deals bring focus, fuel for growth, and alignment by financing management and equity succession. When owners extract value, caution is more comfortably replaced with fresh ambition. What does private equity look for? PE will look for specific traits in a consulting firm and we highlighted many of these in Equiteq’s 2016/17 Buyers Research Report. Research revealed that PE has a particularly strong interest in management consulting, IT services and media segments, as well as within the financial services and healthcare sector verticals. Nevertheless, most PE investors are generalists and will invest across all knowledge intensive services sectors.

Of course, the prices actually paid depend on the business, the buyer and their needs and a simple average belies a range of individual buyer attitudes. The purpose of the M&A process is to uncover, through market insight, competitive tension and negotiation, the maximum value and best structure available in the market. At Equiteq we work with owners throughout their growth to exit journey and provide the tools for equity growth assurance that will drive up

57 Gamechangers


WO R LD VI EW

performance. The reward for owners is in achieving higher valuations and being best positioned for a future a sale. If you are ready to sell your business, whether to trade or private equity or to begin optimizing how you grow to attract high values in the future please get in touch with us for a confidential conversation.

Original Source: Equiteq

Planning for Brexit breeds corporate confidence • Firms that are engaged with Brexit are more confident about managing the impact • 64% believe Brexit will reduce their profitability • UK exit from EU may end five year boom in corporate profit and stock valuations A new survey of 210 C-level executives, commissioned by Hogan Lovells, the international law firm, finds that companies that are planning, preparing and are proactively involved in the Brexit process are markedly more confident about the impact Brexit will have on their business outlook. However, widespread uncertainty and pessimism does exist. Nearly two thirds (64%) of major global businesses believe that Brexit will reduce their profitability over the next five years, with 14% of these firms expecting the fall to exceed 5%. In the UK, the number of firms concerned that the country’s exit from the EU will cut profits rises to 76%. The findings form part of the first Hogan Lovells Brexometer, which gathered the views about Brexit from executives at companies with an annual turnover of at least $1bn, working across various sectors and based in seven jurisdictions. “On the eve of the starting gun being fired on Article 50, the survey shows very clear concerns exist among business leaders about Britain’s exit from the EU, but also that business confidence can be built on proper planning and pro-active engagement”, said Susan Bright, Regional Managing Partner of Hogan Lovells, UK and Africa. The survey finds that: • Firms are more focused on the risks of a bad outcome than the possible opportunities of a good one. Sixty percent of respondents based in the UK, 53% of those in Germany and 73% of those in France, view Brexit as a threat to the UK, with only 7% of UK-based respondents viewing Brexit as an opportunity for their business. Concerns about the impact of Brexit are not just focussed on the UK however, with respondents saying that Brexit is a threat to non-UK

Gamechangers 58

businesses as well as to the EU as a whole. Respondents in France, Germany or Japan do not consider Brexit a business opportunity. • The progress - or lack of it - of negotiations will have a major impact on investment decisions, hiring, M&A activity and strategic planning. Sixty seven percent of UK companies will invest more in the UK in a best-case outcome and 33% in the worst case. Outside the UK, the best case / worst case fall in UK investment is steeper – in the best case, 27% of German companies will invest further, in the worst case, just 3%. The difference between businesses’ perceptions of best and worst case outcomes is vast, with the latter threatening a collapse in investment, new employment, and a total re-assessment of the UK by global businesses. • A majority of British firms support some form of transitional agreement: just over half (53%) of UK companies would like to see a transitional agreement. However, the figure falls to 43% among other EU respondents, suggesting that a “let’s get on with it” attitude persists among a significant number of businesses on both sides of the Channel — despite the concerns and uncertainty they have expressed about the impact. • The economic and political ties between the UK and the US are long established and both Governments have talked up the chances of securing a bilateral trade deal. In this context, the research provided some interesting results. While companies in the US are more positive about potential trade agreements resulting from Brexit than other non-EU countries, only 33% believe Brexit negotiations will produce a satisfactory result for their company. No US companies believe that Brexit is a business opportunity for them and just over a quarter (27%) believe it is a threat. Sixty three percent of US companies believe that their annual profits will go down between 0% and 5% in five years’ time – the highest number of companies in all countries surveyed. Susan Bright said: “It is fascinating to take the temperature of global businesses as we enter the next crucial phase of the UK’s ultimate exit from the EU. While the UK Government has set out a bold vision for a post-Brexit world, it is clear that many businesses do not yet share such an optimistic view of what the UK and its trading relationships may look like in the future. “However, it is certainly not all doom and gloom”, she continued. “Our survey also tells a story of self-help; that business confidence is built on planning and pro-active engagement. The good news is that there is still time for businesses to engage with Government and policymakers and to shape Brexit positively for their own benefit and the benefit of their customers.” Respondents to the Hogan Lovells Brexometer were split evenly across seven countries and regions: Britain, France, Germany, ‘Other EU’, the U.S., Japan and China, and represented the following industry sectors: Automotive, Diversified industrials, Energy, Financial Services, Insurance, Life Sciences and Technology, Media, and Telecommunications.


WO R LD VI EW

Should I sell my consulting firm to an overseas buyer? Overseas buyers can be an important target audience when looking to sell your consulting firm. Equiteq considers international acquirers for every M&A client and a large proportion of the businesses they have sold have been bought by overseas buyers. Acquiring in desirable regions allows strategic buyers to gain quick access to lucrative markets, brands, intellectual property, local market knowledge, new clients and specific local expertise. As a result of this, overseas buyers may pay a premium to gain a market foothold. To attract overseas buyers, it is important to demonstrate the attractiveness of local markets, market positioning and why the acquisition will be less risky and deliver a faster return than opening an office and recruiting local talent. To learn more about global buyer demands download our latest Buyers Research Report here. M&A transactions need careful handling and cross-border M&A deals bring an array of additional challenges. In cross-border transactions, the law that typically governs the deal is that of the jurisdiction of the acquisition target, but even then, overseas buyers must comply with legal and regulatory requirements in their home country. They may also need to comply with the competition authority regulations in jurisdictions where there is material trading activity of both buyer and target. Ensuring there is clarity in this area is important for a smooth completion process. During the due diligence process, overseas buyers generally appoint local advisors to assist them in the evaluation of the veracity, legality and financial implications of matters solely associated with the target’s market. Some of the usual topics that require special attention are: • Employee share schemes: For example, in the UK, Enterprise Management Incentive (EMI) schemes are particularly popular. When EMI options are exercised, qualifying companies can often claim tax credits when the market value of the shares is greater than the price paid by the option holder. • HR matters: Employers’ statutory requirements on annual leave, sick leave, pension and national insurance contributions vary between countries. A common policy adopted by many US companies is Paid Time Off (PTO). This is because the federal law does not outline requirements for a minimum number of paid vacation days per annum. PTO typically involves the employer pooling sick days, vacation days and personal days into a ‘bank of hours’ from which employees are able to use their allocated hours as and when the need arises. • Protection of intellectual property rights: If the current rights are not protected in cross-border jurisdictions, they may need to be resubmitted for protection in the prospective buyer’s home market. • Local tax considerations associated with M&A transactions: In Germany, for example, certain completion documents are usually required to be notarized and associated costs tend to be shared between parties. In contrast, in the UK, documentation does not require notarization but buyers are liable for Stamp Duty tax. • Local corporate tax relief: Different countries have different tax relief available. For instance, certain UK projects and activities may qualify for research and development tax relief, which could be offset against corporation tax liabilities. • Restrictions on cross border capital flows: Some jurisdictions such as India and China have certain restrictions on capital outflows, which will have to be navigated carefully in order to, facilitate a successful transaction In addition to this, cultural differences play a strong role during negotiations and due diligence. They are equally important during the integration process. Each party to a transaction has a unique organizational culture, so it is paramount to understand these cultural differences and make sure both parties are aligned when communicating to employees and clients. With M&A teams in New York, London, Singapore and Sydney, Equiteq is constantly arranging and completing cross-border transactions. This allows companies to leverage our expertise and broad relationships with the international buyer community for our clients’ benefit. If you are preparing to sell your consulting firm and would like to discuss your plans, please get in touch. Gabriela Silvestris, Director, Equiteq

Original Source: Equiteq

59 Gamechangers


WO R LD VI EW

A new way to invest in fine art In uncertain times, the fine art market offers a reassuring investment opportunity. Largely immune to political change, it is less volatile than currencies or capital markets. The global market was worth more than $45billion last year, a 1.7% annual increase, according to the European Fine Art Foundation Report 2017. Prices have fallen back a little from the peak of July 2015, but are around 15% higher than in the market trough of November 2012 and the market is ‘stable and robust’. The outlook is optimistic. Wealth managers are looking beyond traditional investment products and there is a strong demand from investors – 88% of private offices and 75% of High Net Worth and Ultra High Net Worth individuals want art in their portfolios, according to the 2016 Deloitte Art and Finance report. However, the market can be daunting to newcomers. It has a reputation for being opaque and the major auction houses charge fees of up to 30%. Global auction house sales fell last year by 18.8% while sales by dealers increased by 20% to $27.9billion; looking more closely at the figures, it turns out the big auction houses conducted more of their business privately, which does nothing for transparency in the market. Most investors are not in the art market purely for sentimental reasons – the emotional benefit of collecting is a pull, but Deloitte Touche found that strong returns were more important to 64% of investors. They see art as a taxefficient asset with the upside of capital appreciation and want as diverse a portfolio as possible. Art funds can offer that, combining ‘defensive’ pieces by established artists with some rising stars and a few emerging faces. A balanced portfolio might look like this: 50% spread across Old Masters, such as Botticelli and Raphael, combined with an Impressionist, perhaps a Monet, and a 20th century name like Modigliani; 25% allocated to post-war or Modern greats, such as Liechtenstein, Bacon, Dalí; and the remaining 25% in high risk categories, such as emerging Latin or Indian art and British contemporary. That is a good way of managing risk, but art funds are not liquid, and tend to have a long lock-in period. With minimum unit sizes normally upwards of $250k it can also be difficult for new art investors to join. And short-term investors should be aware that even the ‘blue chip’ names can have a bad patch – last year, there was a 68% drop in the auction sales volume of Andy Warhol paintings, a 50% fall in Picassos and falls of more than 60% in Modigliani and Francis Bacon. Meanwhile, betting too heavily on an emerging artist is as risky as backing a promising start-up. Several graffiti artists have attempted to move on to gallery work – Banksy managed to do it and one of his drawings from ten or 15 years ago, which was then worth a paltry £2,500, can now reach 100 times that amount, but thousands more like him have disappeared without trace. ‘The building blocks of the art market depend fundamentally on quality and trust,’ concludes the European Fine Art Foundation report. ‘Key to this are maintaining reputation and credibility to ensure longevity, stability and resilience’.

Gamechangers 60

Miguel Neumann, Founding Partner at Maecenas and Chief Operating Officer at DX Markets

But for investors, two of the fundamental problems in the market are a lack of transparency and a lack of liquidity. Now, a new art investment platform is promising a unique solution by creating an online marketplace where owners, collectors and investors can meet without intermediaries to trade in real time. It is taking the idea of art funds, where art pieces are evaluated in financial terms, to a new level by giving investors the opportunity to have fractional ownership in artworks. Maecenas https://www.maecenas.co/ will use blockchain technology to tokenise and digitally allocate single pieces, or portfolios, to several co-investors who can trade with other parties though an art exchange. While the owner retains 51% of the piece’s value, the remaining 49% can be traded, transforming the dynamics of the market and bringing much greater granularity to art investing. Prices will be market driven and faster digital transactions will create more data points than ever before, allowing investors to monitor the evolution of pieces in a way that has never been possible. This will democratise the fine art market, creating a secure, open global platform. Blockchain technology has been used to bring greater transparency to the provenance of artworks; last spring, at the ICT summit in Luxembourg, Deloitte Touche unveiled its ArtTracktive proof of concept, which provides a distributed ledger for tracking the provenance and whereabouts of fine art works. But this is the first time blockchain is being used to make art investment an easier, more transparent proposition. Lowering the barriers to entry will widen access to the market. At the Affordable Art Fair in London, works by more than 1000 artists are on display, ranging in price from £100£6000. Getting investors involved at the bottom end of the market is important, but creating the first real-time trading market for fine art is a more ambitious vision, opening up all sectors of the market and allowing anyone to own a share of a masterpiece. That could be a catalyst for change in a market that has remained largely unaltered for 300 years. Just about every sector you care to mention has been disrupted by technology – now it’s time for art investors to reap the benefits. Miguel Neumann is Founding Partner at Maecenas and Chief Operating Officer at DX Markets

Miguel Neumann


WO R LD VI EW

Automation using artificial intelligence poised to be the next game changer in the insurance industry InsurTech Integrated to launch discussions stressing on the need to leverage the power and potential of advanced data technologies to achieve enhanced efficiency in business workflows. The inaugural edition of InsurTech Integrated, convened by leading financial intelligence platform, Middle East Global Advisors, will gravitate around the theme of “Harnessing disruptive technologies to thrive in a digital era”. Over the past decade, copious volumes of data and the need to use it have far overtaken human capabilities. With the focus on front-end customer interactions taking centre stage, it is no secret that the back offices of most insurance companies follow underlying processes that are often repetitive and monotonous. A considerable amount of resources in terms of money and time is invested in manual tasks that serve as the link to connect various departments and business units. In the wake of immense digitization, streamlining business processes to enhance efficiency and enable better customer experiences has been a prime focus for the insurance industry. An emerging technology trend, Robotic Process Automation (RPA), can emulate administrative tasks and workflows that are rule-based, repetitive and voluminous. While its application results from the routine to the revolutionary, the effective implementation of such automation can lead to enhanced applications handling, claims processing and data entry, enabling a scalable, flexible and responsive workforce for insurers of the future. It can help in achieving approximately 35% reduction in cost for high volume rulebased tasks. Expressing his views on the importance of leveraging newage technology to drive efficiency, Jonathan Matchett, Director, Insurance Advisory, Ernst & Young, said, “Driving efficiency through operational excellence has been a consistent goal for the insurance sector over the last decade. Successive waves of innovation in areas such as shared services, outsourcing, and automation/workflow have delivered results, but have had their challenges. In the current global operating environment, cost pressures are as

acute as ever, and Robotic Process Automation (RPA) is opening the door for insurers to new opportunities for efficiency. I look forward to having an interactive discussion on this subject at InsurTech Integrated.”Another technology gaining widespread momentum is telematics, the ideal combination of telecommunications and informatics. Under the telematics umbrella falls the integration of the Global Positioning System (GPS) technology. Often associated synonymously with vehicle tracking, telematics as a technology has massive potential that transcends beyond fleet management. The effective usage of Telematics could aid insurance companies to monitor driver behaviour, allowing them to determine risk more accurately, and eventually adjust their insurance premiums accordingly. While RPA and Telematics might serve as important technologies that transcend conventional performance trade-offs, insurance companies’ complex core transactional platforms and their constituent software architecture do not allow the seamless and speedy integration of new artificial intelligence technologies. In light of the growing disruption in the insurance sector, InsurTech Integrated will pioneer discussions focused on the application of advanced digital technologies like RPA & Telematics and how they could be of strategic interest to insurers. Leading technology Gurus comprising Jonathan Matchett, Director, Insurance Advisory, Ernst & Young and Frederik Bisbjerg, Executive Vice President - MENA Retail, Qatar Insurance Company (QIC), will unite to discuss the key issues at hand extensively whilst offering valuable insights highlighting the opportunities and threats that come along with the technologies. InsurTech Integrated took place on 12th of April at the Dusit Thani Hotel, Dubai. The stream aims to highlight the importance of developing digital proficiency amongst insurance operators in the light of stiff competition by spearheading a series of insightgenerating discussions. To find out more about InsurTech Integrated, visit.

Corporate Governance and Directors’ Duties In recent months corporate governance has become somewhat of a buzzword. The government has placed great emphasis on how corporate bodies are run from the way in which top employees are incentivised to the make-up of boards in terms of race, sex and gender. As such, there is a movement toward businesses pushing their corporate governance policies front and centre. Such actions will hopefully diversify boards and prevent companies from attracting the same type of negative press that has been seen over the past couple of years.

At this moment the spotlight is on both large and public companies, however this light will filter down eventually to smaller companies. It is therefore prudent for companies of all sizes to consider how corporate governance can aid them. It is also easy to forget that directors of companies are subject to statutory duties as set out in the Companies Act 2006. There can be a tendency to emphasise corporate governance over director’s duties or to consider that they are exclusive principles.

61 Gamechangers


WO R LD VI EW

However, corporate governance and director’s duties should be seen as complementary. Moreover, by considering them as such they can strengthen not only the public perception of companies but also the long-term outlook of a company.

that companies should report their decision-making processes more effectively, which can help to avoid conflicts of interest and will evidence how directors are exercising reasonable care, skill and diligence.

Duties

The Reports cover how pay policies should be devised and implemented within companies, meaning that director’s duties need to be revisited. The Reports suggests that pay should be clearly linked to the implementation of strategies devised by the directors and focussing on the longer-term success of the company, which links to principles of good corporate governance as well as the duty to promote the success of the company.

The general statutory director’s duties are as follows: • Act within your powers; • Promote the success of the company; • Exercise independent judgment; • Exercise reasonable care, skill and diligence; • Avoid conflicts of interest; • Not accept benefits from third parties; and • Declare interests in proposed or existing transactions or arrangements with the company. Such duties should be central to the mind of any director; however, they do not need to be considered burdensome or overbearing. In fact the wider application of these duties has the potential to reinvigorate and promote strong principles of corporate governance.

Commercially, aligning your duties as a director with the principles of good corporate governance has the potential to benefit all aspects of your business. From incentivising staff to promoting a positive image of your company, and from ensuring compliance with statute to developing longerterm goals for your company, all these possibilities can be more realisable through a better application of corporate governance and directors’ duties.

Duties and Governance

Top Tips

Taking for example the duty to promote the success of the company, directors should reflect on the longterm consequences of their decisions in respect of their employees, suppliers and customers. Such decisions could range from how they incentivise employees for the long term betterment of the company to dealing with supply chain issues.

Applying the principles need not be onerous. Some simple actions are outlined below: • Evidence: remember to seek out advice and maintain records of all guidance that has been received. • Engage: discuss with employees, suppliers and customers what changes, if any, can or ought to be made to improve efficiency. • Minute: record meetings accurately and remember to consider your duties when considering and taking decisions.

Looking to the future, reports by the Business, Energy and Industrial Strategy (the “BEIS”) Select Committee and the Financial Reporting Council (the “FRC”) (together the “Reports”) on corporate governance have recommended

Gamechangers 62

Monica Macheng, Wright Hassall LLP


WO R LD VI EW

Taking a look at Britain’s Top 10 private companies with the fastest-growing profits The Sunday Times BDO Profit Track 100 league table ranks Britain’s 100 private companies with the fastest-growing profits over their latest three years. It is compiled by Fast Track and published as a supplement in The Sunday Times each April, with a national awards event in June and alumni dinners throughout the year. The Profit Track Ones to Recognise represents the best of the rest of the companies whose profit growth falls just short of the main league table, but who have shown good profit growth in the past and are set to grow rapidly in the future. All shortlisted companies are visited by the Fast Track research team and assessed for inclusion. Gamechangers takes a look at those one step ahead of the rest, securing themselves within the Top 10 of the league table.

Annual profit growth: 203.41% Serves 57,000 small businesses and processed £5.5bn worth of card payments last year

1. Paymentsense, Payment processing services

Annual profit growth: 148.51% Exports its seals and gaskets to 40 countries

2. Avon Group, Seal manufacturer

Annual profit growth: 141.16% Is designing Google’s HQ in King’s Cross, north London, and in Mountain View, California

3. Heatherwick Studio, Architect and designer

63 Gamechangers


WO R LD VI EW

Annual profit growth: 133.38% This family-owned timber supplier dates back to 1840

4. Howarth Timber Group, Timber products supplier

Annual profit growth: 132.21% Places more than 2,300 healthcare staff a day

5. Your World Recruitment Group, Healthcare Recruitment Consultancy

Annual profit growth: 129.46% Produces 200,000 tons of malt and malted products a year

6. Muntons, Malt manufacturer

Annual profit growth: 114.49% Until 1962 it was used as a heavy bomber base, codenamed ‘Big Thunder’

Gamechangers 64

7. Bruntingthorpe Proving Ground, Aerodrome and vehicle test track


WO R LD VI EW

Annual profit growth: 113.60% Founder Kevin Coyle owns five recruitment firms

8. Plan B Healthcare, Recruitment consultancy.

Annual profit growth: 109.35% Opened a Hong Kong office last November to support its Asia-Pacific business

9. HH Global, Marketing services supplier

Annual profit growth: 107.18% Sells audiovisual products to the education sector in the UK and internationally

10. Sahara Presentation Systems, Audio-visual products supplier

65 Gamechangers


WO R LD VI EW

How to increase your business’ value in 12 months The time has come for you to part with your business. With your sights firmly set on the horizon, the business you started has run its course and the next venture is now on your mind. There is more work to be done, however. Implementing an exit strategy takes time, but it’s the most important thing you can do. Your business needs to be a valuable asset that interests buyers, and the work you do now will prepare you for a successful sale.

help you realise the true potential of your company and, in turn, increase its worth within a 12-month timeframe. First of all, it helps to understand where business owners are going wrong. Company Valuation Services spoke to a host of experts to bring you some essential tips…

Having provided many firms with a clear idea of their business’ valuation, Company Valuation Services (CVS) can

To understand the kind of pitfalls owners fall into when trying to boost the value of their business before sale, they spoke to SME consultant Graham Robson from national business network Business Doctors.

“When considering selling their business many owners wrongly believe that the value is embodied in the hard work that they have put into the business and the personal relationship that they have with their customers.

You ought to know your products inside out, understanding exactly what your services are comprised of and how they benefit your customers – remember, the benefits are far more important than the features.

“This can lead them to have unreasonably high expectations when entering the sale process.”

How well you understand your products will translate brilliantly to your customer. Your confidence will seep through to customers on the other end of the phone, as well as investors sitting across from you and whoever is interested in your company.

Instead, it is more about what the business owner leaves in their absence. It is in both yours and the buyers’ interests to hand over a profitable enterprise. Another problem lies in the seller’s expectations. CVS see numerous owners underestimate the value of their business, due to either a lack of insight into their own products and services (and their consequent value), or simply hiring the wrong adviser. Revamp the Sales Process This should be your first port of call. The sales process represents the foundation of your business, and it’s where you will see the clearest results. Whether you need a complete revamp or just a few tweaks here and there, the sales department is where you start. We’ve laid out five areas in which you can make sales improvements, beginning with your understanding of the business. 1. Product Knowledge There are numerous stages within the sales process that you should be thinking about, and product knowledge is arguably the most important.

Gamechangers 66

Once this product knowledge has spread throughout your workforce and your employees have been well-trained, you should see significant improvements in sales. Reinforcement is vital, as it is no use implementing these changes without ensuring their longevity. 2. Know Your Target Market Once your products have become second nature, you can begin to hone in on your target market. It is little use having an extensive knowledge of what you’re offering without knowing who you are offering it to. Do your research into who will benefit from your products and services, and start from there. You can sort your audience into market segments, breaking things down by age, gender and occupation. It’s also important to keep an eye on your competition – who is outselling you in the industry? What is it that your competitors are doing better, and how can you begin to challenge? These are the questions you should be asking before the sales process begins.


WO R LD VI EW

3. Needs Assessment How do your services address people’s issues? What do they offer customers, in terms of solutions? This is called needs assessment, and it’s an integral part of the process. Gain some insight into the kind of issues that face your target market. With this knowledge, you can create or improve products that alleviate these pain points. With this in mind, you can begin applying the process in real-time. Your sales approach is the outcome of the above. With the research in tow, you should see far better results in your sales department. Finally, you should have a follow-up system in place to ensure that your customers are happy and well-positioned to continue using your service. Engage your customers by asking for feedback. Ask how you can improve on the service. 4. Find Your Niche Many companies fall at an early hurdle by trying to cater to multiple markets at once. You need to define your service and products by doing the research to find gaps. Keep in mind, however, that you don’t have to be super specific and you certainly do not need to be a ‘trailblazer’, as such. It’s more about finding people’s problems, and taking steps to solve them. To get a little more information, they got in touch with some self-made entrepreneurs for their personal business tips. There is plenty to be taken from their success stories, particularly if you’re working on a tight timeframe. Here is freelance web designer Katy Carlisle, who grew her business The Wheel Exists from the ground up (eventually becoming a finalist at the Freelancer of the Year Awards in 2016). She had the following to say about finding your niche market... “As I’ve been more specific with my service offerings and target customers, I’ve noticed better results and more referrals,” she remarked. “Now, all of my client work is via word of mouth and I actively turn down work outside my area of focus, as I have found the right balance that suits my skills and values, whilst also meeting the needs of my customers. In a world where reputation matters and everyone has the opportunity to share their views in public, this is crucial.” Be specific, know your products and act accordingly. While it’s tempting to spread your net further, you will likely find more depth in the more targeted areas of your market. 5. USPs, USPs, USPs Following on from finding yourself a niche is defining your business’ USPs. Standing for ‘Unique Selling Point’ – or, Unique Selling Proposition – USPs are important because they are essentially the aspects of your business that set you apart from the rest.

In the early stages, they help you better understand the identity of your business. What area of your business would you consider the strongest? The most competitive? These are the areas you should be championing. They spoke to Founder and Managing Director of digital marketing agency Bring Digital, David Ingram, for more information on why USPs are so integral to a business’ identity: “We work with a lot of businesses at Bring Digital, and each one has select characteristics and objectives. While this means that we have to be extremely adaptable, we know where our strengths lie. “When your business has proven to be particularly good at something, you want to shout about it. That’s why it’s so important to know your USPs, and make them the focal point of your overall marketing strategy.” These are basic sales strategies, and yet many business owners lose out by selling their companies without proper processes behind them. Before you sell, ensure that your sales process is 100% foolproof and designed to yield maximum profits. Reducing Dependency and Managing People One of the key ways you can save money and boost profit is by making a few small changes to reduce your business’ dependency on certain customers, employees and suppliers. If, for example, a certain customer is responsible for a large chunk of your sales revenue, you become reliant on them. Were this customer to take their business elsewhere, your revenue would plummet. This rings true for suppliers and employees, too. If you rely solely on one supplier and they go out of business, you may have to locate new suppliers for your whole product range. Is your star employee looking elsewhere? Retain key staff, and ensure their knowledge spreads through the team. Your business’ new era needs to begin completely afresh, with clear processes in place. Duane Jackson sold his first start-up KashFlow back in 2013, in a multi-million-pound deal. Since then, he has experienced success in various other business ventures and launched Supdate, a platform allowing start-ups to keep better contact with shareholders. According to Duane, there are some key things you should be doing to increase the value of your company and ensure future success for a new owner. “The main thing to make the business ready for a sale is to build it so it can operate without you. Buyers don’t want a business that’s dependent on the person they’ve just written a cheque to. “The key to this is to have good people and welldocumented, followed processes – not just for how the business does what it does day-to-day, but how it plans, reports on those plans and how it grows.” Of course, finding good people can often be easier said than done. Duane continued...

67 Gamechangers


WO R LD VI EW

“You need to find and retain good people.” “Thankfully, retaining them fits in with what you need to do to make the business saleable.” “You need to delegate power to them. Give them the authority and ability to be responsible for planning and delivering what’s required.” With a strong team behind you, you can sell up safe in the knowledge that your business is in good hands, ready for the next owner. Boost your reputation and increase your value The reputation and value of your business are linked. The more customers know about your products and services, the better positioned they are to take action.

All of this is essential if you are to raise your business’ profile and boost its value. To ensure that your reputation is optimised and has a clear corporate identity, Jo recommends that you use social media to its full potential... “Reputation management via media and social media also enables you to play a part in controlling your profile – you can direct it, you can be responsive to any third party commentary on it, and all of this strengthens your voice and impact in the industry.” In short, getting your brand profile right is essential to making your business attractive to potential acquirers. Jo Swann summed up with the following: “Consider adding in the value of customer evangelists, as well as brand ambassadors who take it upon themselves to promote your business for you – any business who has a loyal following and whose customers truly buy into the brand is of interest to investors.

The value of your brand is intrinsically attached to its reputation. For years we have been working to help the ‘little guys’ take on the ‘big boys’ via PR – and this is one of PR’s greatest gifts To get the low-down on how reputation and business value are linked, they spoke to PR Director Jo Swann at branding experts Chocolate PR. “The value of your brand is intrinsically attached to its reputation. For years we have been working to help the ‘little guys’ take on the ‘big boys’ via PR – and this is one of PR’s greatest gifts,” she told us.

“We’ve seen several of our clients attract investors for their next level of growth, and some through exit strategies – and for all of them how they differentiated in the market, and the level of their brand profile was a key factor in having attracted those opportunities.” With the above advice in tow, you can set your business up for a successful sale.

“Building a profile in your industry, amongst peers, influencers, stakeholders, analysts and investors psychologically raises the value of your brand in their eyes.”

Remember that it is vital that your business is in decent shape for the next owner; leaving on good terms will not only instil confidence in the next owner, it will also give you the skills and experience needed for your next venture.

“If your voice is heard, your business is recognised.”

Original Source: Company Valuation Services

Gamechangers 68


WO R LD VI EW

How developing countries can make a new stock exchange successful, according to new research Developing countries must first have a sound banking system before setting up a new stock exchange, according to a new study at Rotterdam School of Management, Erasmus University (RSM). The research - the first of its kind to focus on this issue - concluded that three main factors influence the long-run success of new stock exchanges. First, a country needs to possess or establish a strong financial backbone. As well as a well-structured banking sector, a significant stockpile of national savings, which is an indication of the demand by investors for trading on the exchange, is important. Finally, stock exchanges only thrive in the long run if they attract from the outset a sufficient number of listed companies. Mathijs van Dijk, one of the research team, said: “These three factors – strong banking, national savings, and a good start - are essential if a stock market is to prove successful. This was evident in our research which examined 59 stock markets launched in developing countries during the past 40 years.” The benefits in setting up a stock market can be considerable in boosting and growing an economy. It can stabilise household incomes and company revenues that often fluctuate in emerging economies. The challenge, according to van Dijk and his research team, is that many low and even middle income countries not only have underdeveloped financial systems, but also have concentrated financial structures, dominated by banks and characterised by the absence of liquid public capital markets. In striving to achieve this increased economic strength and prosperity, the number of stock markets around the world has been growing steadily over the past decades. Even now, there are countries without a stock exchanges and new stock exchanges continue to be opened. For example, 2016 saw the launch of the first stock exchange in Lesotho and both Angola and Brunei are scheduled to open their first stock exchange in 2017. The research flags up actionable policy points for governments in such countries – they need to build a strong financial base, stimulate national savings, and must work hard to get companies to list their stocks early on. Otherwise, their efforts will be in vain. He said: “We found that long-term success can be predicted quite accurately in the initial stage of a market’s development which suggests that stock markets thrive when they are established at the right stage of a country’s development.” van Dijk did sound a warning note: “It’s important to understand that a failing stock market can damage a country’s reputation and undermine trust in its financial institutions. So, for countries that are still on the fence about opening a stock market, knowing whether and when the conditions are right for opening one is critical.”

69 Gamechangers


WO R LD VI EW

Smart thinking: Smart watches and speakers will be the next retail battleground, says e-commerce expert Apple Watch sales doubled last year, and smart speakers such as Amazon Echo will be a £7bn market within 5 years. But are consumers and retailers ready for the revolution in shopping habits they will bring, asks e-commerce specialist Fastlane International Sales of smart watches such as the Apple Watch, and smart speakers such as Amazon Echo and Google Home, are booming. Household ownership of smart watches rose from 3% in 2015 to 12% in 2016; and Google Home’s launch in the UK last month fuelled a market expected to grow to £7bn globally by 2022. It’s time for everyone to think smart, says home delivery expert Fastlane International. Fastlane’s Head of Consumer Research, David Jinks MILT, warns smart devices will transform shopping in just a few years – and retailers will have to move smartly to keep up with changing consumer habits: ‘The Apple Watch is already a boon to lazy shoppers like myself. Ocado and Just Eat Apps are accessible all the time; and make it easy to book home deliveries on the go.’ But it’s not only pure-play online retailers who benefit from the new tech. Says David: ‘If it’s a local shop I’m after, clever tools like Find Near Me are great for hunting down nearby stores. And look out for Watch List; you check off the items on your list as you go, and the App even re-orders the list to follow the layout of your local supermarket next time!’ But David warns this is another reason to be concerned for the future of the High Street. ‘Online specialists and larger retailers are going to hoover up sales from stores that don’t have Apps or appear on third party ones. And Next Generation Apps will really have the smarts. Based on location and history, they will be able to tell an in-store customer they are passing a product they need, or a sales promotion they will be particularly interested in.’ Meanwhile Voice shopping has made smart speakers indispensable. Echo users are already well-used to asking Alexa to ‘order dog food’,etc, through Amazon Prime. This is obviously good news for Amazon but bad news for other sellers. But David points out that third party stores can literally upskill to ensure they don’t miss out. ‘Companies like Just Eat have created app-like “Skills” for the Echo to re-order takeaways. ShopSavvy even tells shoppers if a particular product is on sale at a particular store. That means if Echo users ever leave their couch again; they at least won’t have a wasted journey!’ And even Fastlane’s own partner services are in on the act. Hermes’ Skill for Alexa enables you to track a parcel easily from your arm chair; as does DPD’s new skill (launched this week in Germany) which also alerts you to the 60-minute delivery window. Concludes David: ‘Consumers and retailers are already buying, selling and shipping with these new technologies. But many retailers haven’t even produced responsive sites that work with mobile phones. Smart tech could hit many retailers where it really smarts… their bottom line.’

David Jinks MILT, Head of Consumer Research at Fastlane International

Gamechangers 70


WO R LD VI EW

71 Gamechangers


WO R LD VI EW

Shareholder liability a cause for concern for private equity firms The global regulatory environment has become increasingly challenging for private equity in recent years. In our view, this trend will continue as politicians in the UK and elsewhere seek new tools to hold business accountable. A key principle of English law is that the liability of a shareholder in a limited company is restricted to the value of the shareholder’s investment. The circumstances in which the courts will override that principal (referred to as “piercing the corporate veil”) are limited. However, we are seeing increasing instances where the veil of incorporation, instead of being pierced, is being side stepped by legislation or court judgments that impose liability directly on parent undertakings for the acts of their subsidiaries. Limited Liability — An Assault on Multiple Fronts The risk of imposition of liability on private equity firms is particularly acute when a portfolio company has engaged in criminal behaviour such as cartel activity, bribery, corruption, money laundering or tax evasion. In these cases, statute may or is likely in the future to apportion liability to a controlling shareholder. For example, a parent undertaking may be held liable for failing to prevent bribery or corruption by its subsidiaries. In 2014, the European Commission fined a private equity investor €37 million in respect of cartel offences committed by its portfolio company. There are also special cases, such as pension liabilities, where statute (or political/media pressure) may result in liability for a controlling private equity fund. The imposition of liability is also increasingly seen in the areas of environmental and health and safety liabilities where tortious claims are being brought against UK parent undertakings. Royal Dutch Shell successfully defended a recent and widely publicised claim brought by two Nigerian communities regarding environmental pollution allegedly

Gamechangers 72

caused by a Nigerian subsidiary. However, in other cases, the courts have acknowledged that a controlling shareholder could assume responsibility for subsidiary actions in certain circumstances (e.g., in relation to a successful claim involving asbestos exposure). Protecting the House — What Should Deal Teams Be Alert To? Faced with this changing liability landscape, private equity firms cannot consider themselves as purely financial investors, immune from liability for claims against portfolio companies. Firms need to be alert when dealing with businesses that operate in higher-risk jurisdictions or industries, or which may have a greater exposure to environmental or health and safety claims. In addition, there are likely to be statutory and historic liabilities that cannot be negated so the importance of proper diligence cannot be understated. Group structure, corporate governance arrangements, procurement of “central services”, policies, procedures, training and monitoring should all be areas of focus. In our view, firms must also be alert to wording in deal documents such as a “group supervision clause”, which states that the “main operating board” (including appointees of the buyout firm) is responsible for key management decisions, as these may be seized upon by potential claimants. Private equity firms, like other business owners, are in a difficult position. They are expected to walk an increasingly fine line between demonstrating sufficient oversight of their portfolio companies and not exercising so much control that they open themselves up to claims of assumed responsibility for portfolio companies’ actions.

Huw Thomas, Sophia Stephanou and Luca Crocco of Latham & Watkins LLP


WO R LD VI EW

Project Blue crowned most popular M&A project name of 2016 Star Wars, Game of Thrones and Lord of the Rings also inspire M&A deal names Intralinks®, the leading provider of virtual data rooms for M&A transactions, today announces the most popular and most creative M&A project names from 2016. Intralinks analyzed almost 5,000 transactions in 2016 – all of which used an Intralinks Virtual Data Room – revealing that Project Blue, Project Diamond and Project Falcon are among the most popular choices of code name, with Project Blue taking the top spot.

1. Project Blue

4. Project Phoenix

2. Project Diamond

5. Project Eagle

3. Project Falcon

6. Project Lion

73 Gamechangers


WO R LD VI EW

7. Project X

9. Project Sapphire

8. Project Green

10. Project Panther

Compared to 2015, the highest achievers are Project X, climbing from number 38 to number 7, with the highest climber being Project Sapphire, climbing from number 153 to number 9. However, five of the top 10 in 2016 also featured in the 2015 list: Blue, Falcon, Diamond, Eagle and Green. Commenting on the findings, Matt Porzio, VP Strategy & Product Marketing at Intralinks said: “In 2016, dealmakers are still using the same - or similar - project names to the 2015 list. For under-pressure junior bankers working on multiple deals, mistaking one Project Blue with another Project Blue could result in the sharing of confidential information with the wrong person. Names like ‘Panther,’ ‘Lion’ and ‘Eagle’ may denote dexterity, purpose and skill, but if used too much, they are – at a minimum uninspired – but worse yet could result in confusion and uncertainty.” In addition to the most popular deal names, Intralinks examined the most creative and adventurous name choices, revealing dealmakers are reverting to James Bond, Harry Potter, Lord of the Rings, Star Wars and Game of Thrones for inspiration. Examples include Project Jedi, Project Lannister, Project Wolverine, Project Superman, Project Rocky, Project Gandalf, Project Goldfinger and Project Gryffindor. “If you think about it, associating a powerful word in popular culture with a demanding deal process injects a bit of humor into a very stressful situation. Lord of the Rings, Star Wars and Game of Thrones references can certainly inspire amusing conversations,” concludes Porzio.

Orginal Source: Intralinks M&A project name generator

Gamechangers 74


WO R LD VI EW

Men vs Women in the Fortune 1000 – the World’s Most Powerful CEOs Talentful have performed extensive research into the CEOs of over 100 Fortune 1000 companies to find out how gender can affect money, success, and career path. Extensive discussion both moral and financial has been given to the effects of gender on high-level positions. But how do the numbers turn out? How does being a man or woman affect you and your company’s earnings and standing? A new study from recruitment specialists Talentful has looked into 108 Fortune 1000 companies to find out exactly that. It looks at all the female CEOs in the Fortune 1000 and compares them with an equivalent number of companies with male CEOs from the top of the list. The most stunning point that stood out from the research was just how few female CEOs there were. In a list of 1000 CEOs, only 54 were women. However, this is actually a sign of slow improvement. Business culture is slow to shift, and CEOs might be in their position for a long time – Warren Buffet has headed Berkshire Hathaway since 1970 – and in 2014, the number of female CEOs in the top 1000 companies was only 51. This means that either companies run by women are succeeding in the markets, or more women are stepping up into leadership roles. Core Insights For each CEO, the piece analyses several factors, including the company’s Fortune rank, and the CEO’s total compensation - the total financial gain from the business, made up of both salary and incentives. Companies with male CEOs rank much higher in the Fortune 1000, by 480 places on average. Of the 54 female CEOs in the Fortune 1000, only 3 of them are in the top 50, and the average ranking for female-run companies is 509. For the men researched, it’s 29. Monetary compensation however, is one aspect which (perhaps surprisingly, in view of the ranking differences) isn’t quite so male-dominated: • Overall, male CEOs receive more company compensation, by nearly $4,439,000. The Disney CEO Robert “Bob” Iger receives the most overall, at $43,490,567. The second best-paid overall is a woman– Safra Catz, of Oracle, with $40,943,812. • Some of the other best-compensated positions also belong to women. After Safra Catz, the next two who benefit the most financially are also women: Marissa Mayer, the Yahoo CEO ($35,981,107), and Mary Barra of General Motors, the highest-ranked female CEO in the Fortune 500 at #8, with $28,576,651. • The person with the lowest compensation found throughout the research is the CEO of Alphabet (Google’s parent company), Larry Page, at only $1.

• He shares this with several industry leaders, including his co-founder Sergey Brin – their stock holdings in Google is sufficient to earn them billions, making the actual compensation symbolic rather than practical. Qualifications and Age The research includes what qualifications each CEO studied and received prior to becoming taking their current positions. There are two courses which are clearly the most popular across both genders – many men and women have pursued some form of Engineering (Electrical Engineering in turn was the most popular Engineering degree), but there was an even bigger representation of MBAs (Master of Business Administration): 21 male CEOs had one, and 25 of the female CEOs. There’s a more marked gender difference when it comes to Ivy League graduates – former students of Brown University, Columbia, Cornell, Dartmouth, Harvard, Pennsylvania, Princeton, or Yale. 17 of the male CEOs attended one of the illustrious institutions – compared to only 8 of the female. Meanwhile, the average age for both genders was 51. Overall, it seems that despite the discrepancies in representation across genders, the type of person who ascends into a CEO role tends to have the same sort of background. Powerful People “Women still have limited representation in the Fortune 1000,” said Talentful’s Co-Founder Phil Blaydes, “But it looks like that’s changing, albeit slowly. For all of those studied, their achievements are impressive. It takes a certain sort of character to become a CEO, no matter which gender you are.” With information on many more CEOs, heading everything from computer companies to fashion firms, energy enterprises to technology trades, there’s much more to see in the Talentful study. Methodology To begin with all female CEOs in the Forbes online Fortune 1000 list were found, and then found an equal number of male CEOs starting from the top of the list. For each of these, the company they work for, their ranking in the list, their total compensation from the company, their educational background, the date they became CEO, and the number of previous positions they held were established. From the date they became CEO, it was calculated the age they became CEO. The number of previous positions held was found from a combination of sources in order to reach an approximation, due to limited data.

75 Gamechangers


“Gamechanger, what we define as an individual or business that aims to create a new model that leaves the older model obsolete. Gamechangers impact how the game is played from one objective and ruling model to a completely new vision – changing the face of how we know something.�

Gamechangers Gamechangers Gamechangers 0 76


REPORTS A PRESENTATION OF FACTS OR FINDINGS

119.

Monthly M&A Insider

Latin America M&A volume and value down in Q1 2017

MERRILL CORPORATION

Simmons & Simmons LexisNexis

One third of financial institutions to acquire a FinTech firm in next 18 months

Vistra 2020 Shines Spotlight on Threats to Globalisation and Privacy in the Trust and Corporate Services Industry

118.

BUREAU VAN DIJK

78.

121.

VISTRA

LexisNexis report amplifying the voice of the client, finds a significant disconnect between law firms and their clients

120.

Automation Market – HW&Co. Whitepaper – Spring 2017

HARRIS WILLIAMS & CO

117.

77 Gamechangers


r epo rt

One third of financial institutions to acquire a FinTech firm in next 18 months

HYP

ERF

INA

NCE

ACC ELE RAT IN F ING DIG INA NCIA ITAL IN N L SE RVIC OVATIO N ES

Follo w us

@Si

mm

hyp eronsL

LP

fina

nce.c om

/com pa

ny/s im

mon

s-&-

simm

ons

Key findings: • 31% of banks and asset managers expect to acquire a FinTech firm within the next 18 months • Those who don’t plan to do so, 45% say the regulatory risk is too high, and 48% say they are delaying acquisitions while they seek greater certainty about which firm(s) would make the best target • 41% of firms that don’t plan to make a FinTech acquisition cite ‘culture clash’ as a deterrent against M&A • 75% of respondents say they must improve their partnering capabilities to accelerate digital innovation New research from international law firm, Simmons & Simmons, shows strong investment appetite among banks and asset managers, with 31% expecting to acquire a FinTech firm in the next 12 to 18 months as a way to improve their digital innovation. The firm surveyed 200 senior level respondents (30% at c-suite level) across five financial centres to investigate why most large institutions in the financial services sector are struggling to innovate quickly enough. While acquiring a FinTech firm could go some way to addressing the innovation challenge, of those not pursuing an acquisitions strategy, 45% state that concerns about regulatory risk is holding them back, while 41% cite ‘culture clash’ as a deterrent against M&A. Commenting on the findings, Khasruz Zaman, M&A partner at Simmons & Simmons says: “Major financial institutions are increasingly looking at making FinTech acquisitions as a way of accelerating the adoption of new technology and innovation in their businesses. We expect this to result in a significant increase in investment and M&A activity in the FinTech sector over the coming years”.

Report: https://goo.gl/FRAVGs Gamechangers 78


r epo rt

HYPERFINANCE ACCELERATING DIGITAL INNOVATION IN FINANCIAL SERVICES

79 Gamechangers


r epo rt

ARE YOU READY FOR HYPERFINANCE? There is a revolution under way in the financial services sector, and it is accelerating innovation at a startling pace Innovation is disrupting almost every link in the financial services value chain: from the emergence of automated investment services in wealth management, to the advent of new digitally-enabled business models such as crowdfunding, and increasingly intelligent regulatory software. A rapidly expanding universe of FinTech start-ups in these and other areas has attracted growing investment over the past few years, with global FinTech investment reaching a record high of $46.7bn in 2015.1 And while overall FinTech investment dipped to $24.7bn in 2016, corporate venture capital activity was actually up, as banks, asset managers and others sought to on-board innovation being spearheaded by FinTechs. This disruption poses a very real threat to the incumbents’ status quo, but prescient banks and asset managers are working out how to fast-track their own innovation and best institutionalise emerging technologies to seize competitive advantage. ‘Hyperfinance’ is a flagship research programme from Simmons & Simmons. The programme, undertaken in partnership with Longitude Research, investigates how large banks and asset managers are accelerating their digital innovation. The findings explain the challenges financial institutions and asset managers are experiencing as they seek to accelerate their innovation, and they also show where improvements can be made. Most importantly, the research tells us how the industry’s leaders are adapting their innovation strategies to reach hyperspeed. JEREMY HOYLAND Managing Partner, Simmons & Simmons

1. The Pulse of FinTech Q4 2016, KPMG, 21 February 2017

i Gamechangers 80


r epo rt

CONTENTS 1 KEY FINDINGS

6 3 HOW TO GO HYPER

ON THE LAUNCHPAD: ARE INNOVATION STRATEGIES WORKING?

81 Gamechangers


r epo rt

13

22

THE TRUTH ABOUT COLLABORATION

TO BUY OR NOT TO BUY? STEALING A MARCH THROUGH ACQUISITION AND VENTURING 30 INNOVATING OUTSIDE THE MOTHERSHIP: SUCCEEDING WITH ACCELERATORS AND NEW BUSINESS UNITS

32 KEY STATS: ASSET MANAGERS AND HYPERFINANCE

Gamechangers 82

33 ABOUT THE RESEARCH


r epo rt

KEY FINDINGS FIRST-MOVERS CAN BE FAST MOVERS Only a handful of financial institutions and asset managers can claim to be setting the pace in digital innovation. Just 7% of our survey respondents feel that the bank or asset manager they represent is industry-leading in digital innovation. A stark acknowledgement that large firms struggle to act as first-movers. The rewards for those able to accelerate innovation, however, could be huge. (See Page 9)

INNOVATE TO GROW The most innovative institutions are more likely to have grown revenues and seen better returns from new products. Of the firms that are ahead of their peers in digital innovation (‘Innovation Leaders’), 79% report some level of revenue growth over the past 12 months versus just 49% of other respondents. What is more, 80% of Innovation Leaders say the digitally-driven products and services they have launched over the past three years have opened up new revenue growth, versus 49% of other respondents. (See Page 10)

NOT EVERYONE IS FINTECH-READY Collaborating with FinTech firms is integral to innovation, but most large institutions are poorly equipped for this. Three-quarters of respondents accept they need to improve partnerships with outside firms, such as FinTechs, to accelerate innovation. Yet, they are not geared up for such collaboration, with complex decision-making processes and their approach to intellectual property causing problems. And only 19% consider their procurement processes to be ‘highly effective’ in enabling collaboration with FinTech firms. (See Page 13)

1


r epo rt

HOW TO GO HYPER Six steps to faster digital innovation

ESCAPE THE ‘FOUR WALLS’ Whether it’s creating a separate legal entity, or establishing an innovation lab within a start-up ecosystem, freedom from the constraints of organisational processes and culture can be hugely beneficial to accelerating innovation and collaboration with other partners. Engaging carefully with the main organisation can help to ensure that the unit’s innovation is a commercial success. (Page 30)

ADAPT THE ON-BOARDING PROCESS Large institutions can speed up the on-boarding of FinTech firms by adopting a more flexible and tailored approach. Legal and compliance must be ready to use a ‘lighter touch’ for lower-risk collaborations with FinTech firms. (Page 13)

GET PRAGMATIC ABOUT IP A flexible approach to IP structuring is crucial. Licensing arrangements are increasingly important to FinTech firms’ innovation in certain areas, while banks and asset managers that are comfortable with licensing structures can become early adopters – and gain further benefits. (Page 13)

3


r epo rt

CENTRALISE YOUR DIGITAL INNOVATION STRATEGY As FinTech firms become more diverse in their activities and new FinTech hubs emerge globally, multinational banks and asset managers need a coordinated plan of attack to stay abreast of new technology. A centre of excellence or centralised knowledge base is key for efficiently marrying the right innovations with the needs of the business. (Page 22)

KNOW YOUR PARTNERS When carrying out due diligence on a potential FinTech partner, there is no substitute for spending time getting to know the founders and other senior staff in person. Asking the founders to describe their technology development cycle and their approach to compliance gives a much clearer view of the risks presented by an early stage business. It works better than asking them to fill in a 200-page procurement questionnaire and provide a raft of policies they may never have read. (Page 13)

PICK THE RIGHT INVESTMENT MODEL Outright acquisition of FinTech businesses could quash innovation, as firms might need to work with multiple players to develop cross-industry solutions. Taking a minority stake in a FinTech firm bypasses this risk, enabling financial institutions and asset managers to get closer to the development of the technology. (Page 22)

4


r epo rt

5


r epo rt

ON THE LAUNCHPAD: Are innovation strategies working? The rapid growth of the FinTech sector since the financial crisis is forcing incumbent institutions to solve a new problem: how can large, complex financial organisations significantly accelerate their pace of innovation? Nimble competitors are emerging across the industry to disrupt the value chain: whether they are challenger banks such as Monzo, investment platforms such as Betterment, or innovative lending platforms such as Funding Circle. The meteoric rise of these firms poses a material threat to traditional banks and asset managers – if they don’t take decisive action. “The bleak dystopian view for banks is not just the idea that they become the ‘dumb pipes’ that carry out payment transactions. It’s the idea that they might become the ‘dumb capital’. Holding money and lending it out, while more tech-savvy businesses control the customer engagement layer,” says Dean Nash, Head of Legal & Compliance at Monzo. However, large banks and asset managers are not standing still. Our research highlights some of the ways in which they are responding to this potential threat.

6


r epo rt

FIGURE 01 ACCELERATING INNOVATION

Which of these approaches has your organisation used in the past three years to help improve its digital innovation capability?

55%

43%

Investing in building our own in-house expertise

Setting up our own new business units to deliver a specific FinTech product

48%

41%

Collaborating or partnering with FinTech/ innovative firms

Setting up accelerator or incubator programmes for FinTech/innovative firms

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017

7


r epo rt

37%

33%

Establishing joint ventures (JVs) with FinTech/ innovative firms

Corporate venturing

33%

31%

Joining consortia projects with other financial services institutions (e.g. R3)

Acquiring FinTech firms/start-ups

There is widespread innovation activity among our respondents, with many pursuing multiple strategies to accelerate their innovation. The problem is that they are struggling to achieve the best outcomes from their innovation strategies.

8


r epo rt

INNOVATION STRATEGIES ARE FALLING SHORT Only 7% of our respondents feel their institution is industry-leading in digital innovation. Overall, however, two-fifths describe themselves as ahead of industry peers to some degree.

FIGURE 02 STEALING THE FIRST-MOVER ADVANTAGE

How would you describe your institution’s current level of digital innovation versus rival banks or asset managers?

2% 7% 7%

33%

Industry leading

Ahead

Same level

40% AHEAD

Behind

Lagging far behind

Please note: Total does not equal 100% due to rounding

52%

This 40% is our group of Innovation Leaders. Who describe themselves as more digitally mature than other organisations across their front, middle and back offices. Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017

9


r epo rt

INNOVATION LEADERS

INDUSTRY MAJORITY*

Launched 5+ new digitally-driven products (e.g. robo-advisory, payments app, peer-to-peer lending)

60%

17%

Implemented 5+ new digital middle/back-office solutions (e.g. RegTech solution)

44%

16%

Increased total revenue over past 12 months

79%

49%

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017

The Innovation Leaders’ ability to maximise returns from breakthrough strategies creates a clear distinction between them and the industry majority. In seizing the initiative, the Innovation Leaders are putting themselves in a strong position to gain first-mover advantage.

*Industry Majority refers to the 60% of respondents who are not in the Innovation Leader group

10


r epo rt

FIGURE 03 STRUGGLING TO OPTIMISE

To date, how effective have your organisation’s approaches been in improving digital innovation? (Percentage reporting each strategy as ‘highly effective’) Investing in building our own in-house expertise

46% 32%

47%

Setting up accelerator or incubator programmes for FinTech/innovative firms

14%

49% 28%

33%

Setting up our own new business units to deliver a specific FinTech product/innovation

Collaborating or partnering with FinTech/ innovative firms

16%

31%

Acquiring FinTech firms/start-ups

23%

Innovation leaders

Industry majority

11

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017


r epo rt

For the industry majority, however, strategies for accelerating digital innovation are falling short. For instance, only 16% consider their collaborations with FinTech firms to be highly effective.

“Most banks’ processes and IT estates have not changed one iota. Their compliance processes are still very manual and disconnected. Their APIs (application programming interfaces) are not really geared to deliver proper access. So it’s this legacy complexity that is making it very difficult for FinTechs to work effectively with banks.” Nigel Verdon, CEO and Co-founder of Railsbank

Established players are not going to transform into agile innovators overnight. But it is clear that a minority of industry leaders are enjoying more success than most. What can the rest of the industry learn about the tactics these leaders are using to improve outcomes?

12


r epo rt

THE TRUTH ABOUT COLLABORATION Building in-house FinTech expertise is the most popular approach of survey respondents. 55% are already doing this. But this is a long-term strategy. With Hyperfinance at the door, incumbents recognise the need to move faster. It is unsurprising then that their second-choice strategy – cited by 48% – is to partner with FinTech firms. Once viewed predominantly as a threat to banks and asset managers, FinTech firms are now recognised as essential innovation partners.

13


r epo rt

ARE PARTNERSHIPS WORTH THE RISK? Pairing sophisticated, highly-regulated multinationals with small, fast-evolving start-ups creates clear challenges and risks. The majority of our respondents acknowledge that they are poorly equipped for collaboration with FinTech firms:

FIGURE 04 PARTNERING MISMATCH?

To what extent do the following factors create challenges for your institution’s collaboration with FinTech firms?

54%

54%

53%

50%

Concerns about achieving the required return on investment (ROI)

Aligning different organisational cultures/ways of working

Institutional rules limiting our ability to provide services to FinTech firms

Complexity of our decision-making structures

48%

48%

40%

Institutional desire to own IP rather than be satisfied with a licence

Establishing allocation of liabilities or risks

Our procurement processes

In addition, large numbers of respondents are concerned about inherent risks of collaborating with the FinTech sector: risks such as cybersecurity (71%), and uncertainty about the regulatory status of potential partners and their activities (51%). Our research shows, however, that these challenges are not insurmountable. Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017

14


r epo rt

MANAGING INTELLECTUAL PROPERTY Around half (48%) of our survey respondents say that there is an institutional desire to own the intellectual property (IP) when working with FinTech firms. This can stand in the way of effective collaboration. Gary Chu, Global Lead Lawyer for UBS’s FinTech Innovation Lab, argues that the industry should move away from a mindset where institutions always feel the need to own IP outright. This is because it can sometimes be counterproductive for innovation models that are based on cooperation, which is especially important in the distributed ledger technologies space.

“At UBS, we see the value of IP as a key source of competitive advantage. And we’ll protect it to further our strategy. But in working with third parties such as FinTechs or other banks, we recognise the core interests of our collaborators and seek to be creative in how we allocate and manage ownership of IP. For example, we can own IP but still grant broad licences. Or we can allow a third party to own it and seek broad enough licences for us to do what we need to do. There are other possible variations on this theme.” Gary Chu, Global Lead Lawyer for UBS’s FinTech Innovation Lab

15


r epo rt

INTELLECTUAL PROPERTY IN THE HYPERFINANCE ERA WHY PRAGMATISM TRUMPS PROPRIETORSHIP

Angus McLean, IP Partner and Head of FinTech at Simmons & Simmons, explains why institutions that are pragmatic about IP ownership will be rewarded.

Q

WHEN DOES IT MAKE SENSE FOR A LARGE INSTITUTION TO FORGO OUTRIGHT IP OWNERSHIP?

A

“ Firstly, a bank or asset manager needs to consider IP in the context of its main objective for the partnership. On one hand, if you’re seeking to launch a specific service, or solve a particular business problem, there’s a good case for acquiring the IP outright. On the other hand, if you’re seeking to access state-of-the-art technology, perhaps in an area such as RegTech, it may be critical that the third party has the freedom to work for multiple industry players, so they can continue taking the technology forward. Licensing would then make more sense, as taking outright ownership makes it very difficult to motivate the business to develop that technology stack further.”

Q

HOW CAN A BANK OR ASSET MANAGER THEN MAXIMISE THE VALUE OF THAT LICENCE?

A

“Being the first institution to license a FinTech firm’s technology can deliver strong competitive advantages, if the agreement is structured effectively. You may be able to negotiate a discounted royalty rate or licence fee. In some instances, you could insert more stringent obligations granting access to new releases developed by the licensor, and perhaps encourage the FinTech firm to develop some bespoke components for you. As a first-mover, you also get to understand the technology better than your competitors and can take more control over the direction of its development.”

16


r epo rt

CYBER INSECURITY The partnering risk that our survey respondents are most concerned about is the threat to data security.

FIGURE 05 THE CYBER CONUNDRUM

To what extent would these areas pose a risk to your business if collaborating?

71%

60%

55%

Cybersecurity risk

Security of the solution-testing environment

Sharing large volumes of data

This level of concern is unsurprising. The direction of regulatory travel – the European Commission’s General Data Protection Regulation (GDPR) and revised Payment Service Directive (PSD2) both come into force in 2018 – means that financial institutions and asset managers must devote greater resources to data governance over the next few years. “There is a real economic imperative to share data with partners to help provide better services to customers,” says Robert Allen, Financial Markets Litigation Partner at Simmons & Simmons. “But it does carry risk. Financial services institutions could face legal liability as a result of a security breach. There is also the reputational impact that would arise. So you really need to trust the people you are sharing data with. This means that carrying out technical and legal diligence on potential partners will be key.” In our survey, 56% of respondents say that they would be able to collaborate with FinTechs better if the firms were more transparent with their data protection compliance. “I think technology providers can become savvier about the assurances the banks need, such as being able to detail exactly where data is being held,” says Diana Paredes, CEO and Co-founder of Suade Labs.

17

High risk

Risk

Barclays’ Andrew Dentice, a FinTech specialist in the Operations, Technology and Commercial Legal team, says the bank is now placing more of a focus on cybersecurity in its contracts with third-party vendors. “A lot of the focus is on the procedural elements of a cyber-incident,” he says. “If you’re relying on standard confidentiality provisions, or data protection provisions, then it’s quite a blunt instrument. It’s actually really helpful if a contract sets out what your partner has to do and what it has to provide you with if an incident occurs. Whether it’s shutting down systems, providing you with access to audit, or enabling you to reclaim data.” Alex Brown, Partner and Head of TMT at Simmons & Simmons, notes other practical steps that should be considered too: “I think it’s also key to perform more robust due diligence and security audits of the FinTechs upfront, including penetration testing. So you can work out where the vulnerabilities are before you enter into an arrangement,” explains Brown.

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017


r epo rt

ON-BOARDING AND THE PROCUREMENT OBSTACLE COURSE

Procurement processes are a major stumbling block in the bid to become agile and achieve first-mover advantage. They can be frustratingly complex and slow.

THE COMPLIANCE QUAGMIRE

PROCUREMENT AND PRODUCT GOVERNANCE

Railsbank’s Nigel Verdon believes the main problems in procurement are legacy compliance processes, and a lack of alignment between compliance and the commercial objectives of the business. “Compliance processes have been stacked up over time in response to the financial crisis, but now what banks have is a complete quagmire,” he explains.

For a large bank or asset manager to move beyond the development stage and embed a FinTech firm’s solution into its product set, there are a host of requirements that can’t be circumvented. “You can make the legal terms as simple as you like if you are prepared to absorb the liability if the proposition fails. But if you want a proposition to be distributed to a traditional bank's customers, it has to comply with some fairly entrenched schedules of security and operational standards,” says Monzo’s Dean Nash. “You can’t carve out a different risk appetite for a new business when it’s all part of the same corporate entity. The way around it is to create a different entity, which is beholden to a different set of standards, or somehow carve out a department that plays by its own rules.”

Verdon says that FinTech firms in areas such as payments or foreign exchange will be classed as high risk by the financial services institutions. “The fact that they might be licensed by the FCA (Financial Conduct Authority) means nothing,” he explains. “Because if money laundering runs through it, and the bank processes it, it’s clear whom the regulator will target.

Part of the problem here is that for a new solution to be launched, both the procurement process and the product governance process must be completed. But the two are rarely well-coordinated. Sophie Lessar, Retail Finance Managing Associate at Simmons & Simmons, notes the importance of engaging legal early on to improve product outcomes. “If you have a situation where developers come up with a product and then ask legal to add the relevant wording, it’s going to make it clunky and that will defeat the purpose of the innovation,” she says. “If you understand the legal requirements from the outset, you can make sure you meet them while still creating a userfriendly experience for the end-consumer.”

18 Gamechangers


r epo rt

TOWARDS AGILE PROCUREMENT AND BEYOND Our research suggests a set of best practices for procurement:

01. A FLEXIBLE MODEL

02. A TWIN-TRACK APPROACH

Tailor on-boarding requirements based on the type of engagement, streamlining these for smaller, lower-risk projects.

Undertake procurement and product governance processes simultaneously, avoiding delays by answering legal and risk questions at the outset.

03. COORDINATED FUNCTIONS

04. EDUCATED PARTNERS

Close working relationships between innovation teams and commercially savvy legal, risk and governance professionals can speed up on-boarding and save headaches down the line.

FinTech firms with former bankers at the helm may have a distinct advantage when it comes to faster on-boarding. Large institutions will be able to move faster when FinTechs understand the assurances they need on areas such as data security, and make this information readily available.

19


r epo rt

STREAMLINING THE CONSORTIA MODEL With several banks recently removing themselves from the prominent R3 blockchain consortium, 2 it is important to question the existing model of industry consortia. Respondents overwhelmingly recognise the value of working with industry consortia to develop certain digital solutions, such as distributed ledger technologies, with 72% citing this as vital. On the other hand, 60% believe that many consortia involve too many organisations to be effective.

FIGURE 06 THE PROS AND CONS OF CONSORTIA

Agree

To what extent do you agree with the following statements about consortia projects?

Strongly agree

55%

18%

Working with industry consortia is vital to introducing new FinTech solutions in the financial services sector

38%

27%

We prefer to focus on investing in our own digital solutions than investing jointly through a consortium

46%

24%

Incentives for consortia participants need to be better aligned for them to be effective

49%

20%

We would only be happy to join a consortium if we had a high level of control over its direction

40%

40%

21%

21%

Existing consortia have too many organisations involved to be effective

We have concerns that joining industry consortia will have a negative impact on our competitive advantage

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017 2. Goldman Sachs and Santander have left a major blockchain group, City A.M., November 2016

20


r epo rt

“I think a practical point arises as to whether large consortia are the best vehicles for developing innovative technology. You need agreement on everything from prioritisation of projects for exploration to IP ownership, and the constitution of the consortium can become very unwieldy if there are more than four or five parties involved.” Angus McLean, Simmons & Simmons

Our survey results suggest the industry would like to see smaller consortia, better alignment of incentives for consortia members, and a high level of control over the consortium’s direction of travel. But there has to be a balance. For distributed ledger-based solutions, for example, there is little point in having systems that work for only a small segment of the industry. The value is generated by enabling a network effect. Perhaps a good archetype is the way UBS and other consortium banks are approaching the development of the Utility Settlement Coin (USC): by starting small and then expanding over time.

“We’ve kept the USC consortium to five members at the current stage of development, to maintain focus and momentum, better achieved in a smaller group,” says UBS’s Gary Chu. “We’ll need to get other banks on board as we build out the technology. For now, the fact that we have Swiss, Spanish, German and US banks as members helps us take account of different legal and regulatory perspectives. We recognise that if we want to roll out USC industry-wide on a utility basis, it needs to be workable from the perspective of major financial markets globally.”

“Care is needed to ensure consortia arrangements do not give rise to technical or practical competition law issues.” Charles Bankes, Competition Partner at Simmons & Simmons

21


r epo rt

TO BUY OR NOT TO BUY? Stealing a march through acquisition and venturing Our survey results suggest a surprisingly strong investment appetite among banks and asset managers for the next 12 to 18 months. 32% expect to undertake corporate venturing focused on the FinTech sector. 31% expect to acquire a FinTech firm during this time.

MARKET MATURITY AND THE DESIRE TO ACQUIRE Among respondents in New York, this appetite is stronger still. Two-fifths (39%) are eyeing up FinTech deals over this period, compared with just 29% in London and 21% in Hong Kong. Ian Wood, who heads Simmons & Simmons’ corporate and commercial practice for Asia, says that the market in Hong Kong is relatively immature in comparison with other financial centres. “There are a lot of start-ups, but many of them are not yet at a stage where they have shown themselves as a viable business, or proven their technology such that they make strong acquisition targets,” he explains. In Hong Kong and Singapore, 66% say that a lack of certainty about the best targets is spoiling acquisition appetites. It is the region’s top barrier to acquisition. For New York-based respondents, however, the biggest concerns are regulatory risk and the potential for culture clash, with 53% citing these reasons.

22


r epo rt

FIGURE 07 DETERRENTS TO ACQUISITION

What are the main reasons why your organisation will not choose to acquire a FinTech firm in the next three years?

66% 48%

41%

37%

We are delaying acquisitions until we're more certain about the best target

46%

46% 33%

We don't think acquisition is the best route to improving our digital innovation

Total

New York

Hong Kong & Singapore

23

53% 51%

We are concerned it would create a culture clash in our organisation

41%

33%

40%

We are put off by uncertainty about intellectual property (IP) ownership


r epo rt

45%

53%

50% 37% 26%

The regulatory risk is too high

29%

FinTech valuations are too high / unrealistic

42% 40% 43%

There is a lack of available capital for such an acquisition

Source: Simmons & Simmons, ‘Hyperfinance’ research, 2017

24


r epo rt

REDUCING ACQUISITION RISKS WHILE GOING HYPER Penny Miller, Financial Services Regulation Partner at Simmons & Simmons, says the relative infancy of the FinTech sector, and a regulatory framework that isn’t tailored to emerging FinTech business models, creates challenges for institutions and asset managers seeking to understand the regulatory position of a business.

“Some FinTech businesses also operate in newly regulated areas where there is a patchwork of new (and untested) regulation across different jurisdictions. A key area of risk mitigation is, therefore, to ensure that the FinTech business has a clear understanding of the regulatory landscape in which it sits and a strong compliance culture. Ideally, you also need advisors who understand how both new and existing regulations are being interpreted and applied by the regulators in this constantly evolving area.” Penny Miller, Simmons & Simmons

25


r epo rt

For those organisations that are seeking to acquire FinTech firms, there are a number of measures that can be taken to help minimise the risks involved:

01. REGULATORY STATUS

02. IP POSITION

In a sector where both innovation and regulation are changing fast, it is vital to establish whether a FinTech firm’s founders understand its regulatory status. Has the FinTech firm taken advice or consulted the relevant regulatory bodies in its market?

There are several potential pitfalls linked to IP. FinTech founders commonly originate from financial institutions or software houses. So there is always a risk that software code, or information that qualifies as trade secrets, may have been brought into the firm from previous employers. Face-to-face interviews are a key tool for uncovering the likelihood of residual risks. It really helps you understand how the business has grown and the speed at which the firm has developed its technology.

03. EMPLOYMENT RISK In a bid to spur on rapid growth, FinTech start-ups are often on the hunt for good enterprise software developers, who understand what banks and asset managers are looking for in new technologies. With a limited pool to draw from, FinTech founders may naturally be tempted to poach previous colleagues. This brings with it the risk of claims from former employers for breaches of restrictive covenants.

04. MARKET-WIDE SOLUTIONS For some FinTech firms, the ambition for their innovation may be to create industrywide solutions. For example, some firms developing blockchain-based solutions have the potential to become a core part of the financial services industry’s infrastructure. This may bring unexpected regulatory burdens. Before acquiring such firms, large institutions will need to assess the current and future regulatory status of the business and technology in question. They should also consider whether investing in or acquiring the business could inhibit the number of other banks and asset managers that will adopt the technology.

26


r epo rt A FOCUS ON VENTURING Our survey results show that banks and asset managers prefer corporate venturing to outright acquisition of FinTech firms. The approach has several advantages. It is lower risk, given that less capital is required. At the same time, institutions can choose how closely they want to engage with the target firm. This helps to control, where appropriate, the direction of technology development. However, the firm usually retains the flexibility to connect with other institutions (including the investor’s competitors). It is the better option if the investor sees a benefit in the target firm continuing to do business with other financial institutions or asset managers.

“We want the companies that we invest in to be innovative in their approach, technologies and platforms, and would expect these companies to have other financial institutions as customers. That’s one of the reasons we prefer to focus on taking minority stakes. We are also willing to co-invest with other banks and financial institutions, which is an innovative approach not just for us but for the broader financial services industry.” Ore Adeyemi, Director of HSBC’s Strategic Innovation Investments unit.

27


r epo rt

HUNTING FOR FINTECHS: HOW HSBC IS GETTING AHEAD WITH ITS VENTURING UNIT

Ore Adeyemi, Director in HSBC’s Strategic Innovation Investments unit, on how the bank is approaching corporate venturing in the FinTech sector.

1

TOP-DOWN APPROACH

4

KEY AREAS OF INTEREST FOR NEW TECHNOLOGIES

4

STEPS TO IDENTIFYING STRATEGIC VALUE

In 2014, HSBC set up a Group Innovation unit to coordinate the bank’s approach to understanding and on-boarding innovation. This unit was established and endorsed directly by the bank’s Group Management Board. The Strategic Innovation Investments team is a key part of this, focused on venture capital investments. “There are people focused on digital innovation across many different parts of the bank, so we have implemented a structure which allows for a coordinated approach to the way we understand, capitalise on and drive the trends transforming our industry,” explains Adeyemi.

HSBC is targeting four specific areas in its hunt for FinTech investment opportunities: Security (‘protecting the bank’) Big data and analytics Open banking and client networks Operational efficiency (‘improving the bank’)

Each senior manager in the investment unit has internal business clients, helping them understand and focus on the business’s innovation needs. FinTech investment targets must fulfil certain important criteria: Providing new insight Catalysing adoption Supporting the business Financial returns

3

CRUCIAL RISK ASSESSMENTS

Taking an equity stake in an early stage firm always carries risks, so these risk assessments are crucial in any investment decision: Business viability Evolving regulatory landscape for digital innovation in financial services Reputational risks

28


r epo rt

TOP TARGETS IN CAPITAL MARKETS FINTECH: A VENTURE CAPITALIST’S TAKE ON HYPERFINANCE Mark Beeston, Partner at Illuminate Financial, a venture firm focused on innovative technologies impacting capital markets, explains why capital markets players need to focus on the ‘four Cs’ to stay competitive.

Q

WHAT AREAS OF FINTECH SHOULD CAPITAL MARKETS PARTICIPANTS BE PRIORITISING FOR INVESTMENT?

A

“ We are at a moment of generational change in terms of market infrastructure. The change driver is no longer the front-office quest for competitive advantage. It’s about four factors: cost, control, capital and compliance. If you’re not addressing those, you’re going to be out of business.”

Q

WHAT KINDS OF TECHNOLOGIES BEST MEET THESE CRITERIA?

A

“ Though we’re 10 years post-crisis, regulations such as Basel III and MiFID2 are only starting to bite now. Any technologies that can support the incremental requirements of new pieces of regulation, or that offer scalable models for process needs, represent interesting opportunities. Two businesses within our portfolio that are hitting clear and present regulatory and compliance challenges are CloudMargin and Privitar.”

29


r epo rt

INNOVATING OUTSIDE THE MOTHERSHIP Succeeding with accelerators and new business units Our respondents report encouraging success in establishing new business units for FinTech innovation. Of those taking this approach within the past three years, 38% say it has been highly effective in improving their digital innovation. This puts it ahead of other strategies that firms are pursuing. Creating a separate subsidiary or legal entity operating outside of the main business offers several distinct advantages:

PROCESS DESIGN The potential to establish new processes. For instance, circumventing any unnecessary legacy compliance processes.

AUTONOMY Innovation teams can be given more freedom to make decisions and accelerate development of new technologies.

IMPROVED COLLABORATION Working outside the constraints of the main organisation may align the business culturally and procedurally with potential collaborators.

30 Gamechangers


r epo rt

The Innovation Leaders in our survey have achieved their greatest success through new business units, or accelerator and incubator programmes. Diogo Garrido, Digital Innovation Strategist at Millennium BCP bank, is convinced that this is the right approach. “Banks need the firepower to transform how they serve their customers, and to bring new

solutions to market much faster,” he says. “This means bringing the right FinTech talent into the business and putting the right environment around it. These new divisions represent the future of the bank. If you put these innovation labs inside the main organisation, it can destroy the lab."

THE SCIENCE OF INNOVATION: HOW UBS’S LEVEL39 LAB IS ACCELERATING BLOCKCHAIN R&D In 2015, Swiss bank UBS set up an innovation lab at London’s Level39, Europe’s largest FinTech accelerator. Gary Chu, UBS’s Global Lead Lawyer for the innovation lab, explains how it is speeding up the bank’s development of distributed ledger technologies (DLT).

“Situating our team in an environment which promotes creativity and disruption was a fundamental part of our strategy. It allowed us to easily collaborate with start-ups and financial institutions, which were active in the spaces we wanted to explore.” Gary Chu, UBS

One of UBS’s most prominent collaborations in DLT is with Clearmatics, with which it has been developing the Utility Settlement Coin (USC) since 2015. Following a successful proof of concept, UBS has formed a consortium of banks for USC.

31 Gamechangers

UBS’s approach to coordinating the lab with the main organisation is key to ensuring that its innovation delivers real value for the business. UBS coordinates the lab with internal advisory and control functions too. This can help avoid legal or compliance headaches linked to innovation, as well as smooth the collaboration process.


r epo rt

KEY STATS: HOW ASSET MANAGERS ARE APPROACHING HYPERFINANCE Disruptive innovations such as automated investment advice are becoming more advanced. Investment flows into low-fee, passive investment vehicles are increasing. Regulatory and transparency requirements are deepening. So it’s easy to see why the asset management sector is turning to FinTech solutions. Our survey assesses the innovation strategies that asset managers are pursuing, and where they stand out from the broader financial services industry:

INNOVATION STRATEGIES When asset managers’ innovation strategies over the last three years are compared with those of our banking respondents, we see that asset management firms have been:

EMERGING TECHNOLOGY Asset managers are more advanced in implementing data analytics engines than banking respondents (48% vs. 36% feel they’ve implemented this technology)

More active in establishing accelerators or incubators (47% vs.38%) Less active in setting up joint ventures with FinTech firms (30% vs. 40%) More focused on building in-house FinTech expertise (64% vs. 50%) Involved in considerable collaboration with FinTech firms – 50% have done this

ACCELERATING INNOVATION 64% of asset managers say it’s likely they will put in place new service level agreements with FinTech partners over the next 18 months 67% will work to improve alignment between innovation, procurement and legal teams to improve digital innovation

DELAYING ACQUISITION

45% will introduce new measures to improve the security of the testing environment for new digital solutions

Only a minority of asset managers (27%) have acquired a FinTech firm or innovative start-up over the last 3 years Of those that haven’t pursued M&A, 55% are delaying due to uncertainty about the best target, while 53% say the regulatory risk is too high

32


r epo rt

ABOUT THE RESEARCH During January and February 2017, in collaboration with Longitude Research, we undertook a comprehensive programme of quantitative and qualitative research across the financial services industry

THE SURVEY

We surveyed 200 seniorlevel respondents – 30% at C-suite-level – from large banks and asset management firms

67% were banking respondents, and 33% were asset managers

Respondents were drawn from roles in operations, IT, legal and compliance, and innovation/strategy

50% of respondents were from institutions with annual revenues of $1 billion+

33

Respondents covered five financial centres: Frankfurt (25%), Hong Kong (12%), London (25%), New York (25%) and Singapore (13%)


r epo rt

THE INTERVIEWS We conducted 16 in-depth interviews about digital innovation in the financial services industry with experts from banks, FinTech companies and Simmons & Simmons. We would like to thank the following contributors for sharing their valuable insights for the research: ANDREW DENTICE FINTECH LEAD Barclays Operations, Technology & Commercial Legal

ALEX BROWN PARTNER, HEAD OF TMT Information, Communications Technology Simmons & Simmons

DEAN NASH HEAD OF LEGAL & COMPLIANCE Monzo Bank

ANGUS MCLEAN PARTNER, HEAD OF FINTECH Intellectual Property Simmons & Simmons

DIANA PAREDES CEO AND CO-FOUNDER Suade Labs DIOGO GARRIDO DIGITAL INNOVATION STRATEGIST Millennium BCP GARY CHU GLOBAL LEAD LAWYER UBS FinTech Innovation Lab MARK BEESTON FOUNDER AND MANAGING PARTNER Illuminate Financial Management NIGEL VERDON CEO AND CO-FOUNDER Railsbank OLIVER BUSSMANN FOUNDER AND MANAGING PARTNER Bussmann Advisory ORE ADEYEMI INVESTMENT DIRECTOR HSBC Strategic Innovation Investments

CHARLES BANKES PARTNER EU, Competition & Regulatory Simmons & Simmons IAN WOOD PARTNER Head of Corporate & Commercial for Asia Simmons & Simmons PENNY MILLER PARTNER Financial Services Regulation Simmons & Simmons ROBERT ALLEN PARTNER Financial Markets Litigation Simmons & Simmons SOPHIE LESSAR MANAGING ASSOCIATE Retail Finance Simmons & Simmons

34


r epo rt

hyper-finance.com Follow us @SimmonsLLP

/company/simmons-&-simmons


r epo rt

LexisNexis report amplifying the voice of the client, finds a significant disconnect between law firms and their clients ice he vo fying t in law firms li p m A client of the

Research conducted in partnership with Judge Business School finds signs of disruption in the business of established law firms LexisNexis UK, a leading provider of content and technology solutions, announced that its latest report Amplifying the voice of the client finds evidence of a significant disconnect between law firms and their clients. While both lawyers and clients seem to be aware of the disconnect, their interpretations of the magnitude and underlying causes are different. The research, which was conducted in partnership with Judge Business School, University of Cambridge, suggests that this disconnect means many clients are making moves away from larger law firms. 25% of clients mentioned a move to bring more of the business in-house. Several clients are willing to seek non-traditional solutions. Some clients have started working with smaller firms who, they say, offer the flexibility, visibility and responsiveness they do not get from the top-50 law firms. Clients repeatedly emphasised that they look to law firms for solutions to business problems, yet 40% noted that senior partners of their law firms appeared to lack more than a basic knowledge of their business. It seems though that lawyers view their role differently, as one partner suggested law firms provide advice; it is for the clients to decide how to convert this advice to solutions.

Report: https://goo.gl/ejwx4r 117 Gamechangers


r epo rt

Latin America M&A volume and value down in Q1 2017

M&A R Latin A

eview

merica

Q1 2017

Zephy r

Q u a r te Global,

rly M&

Q3 201

5

A Rep

ort

The volume and value of mergers and acquisitions (M&A) targeting companies in South and Central America declined in Q1 2017, according to information collected by the leading M&A database Zephyr. In all there were 154 deals worth a combined USD 7,405m announced during the three-month period. By volume this represents a 4% decline on the 161 deals announced in Q4 2016, while value dropped 58% from USD 17,735m over the same timeframe. Year-on-year volume was also down from 188, while value increased from USD 5,433m. Zephyr shows that in keeping with the overall decline posted in Q1, just one deal broke the USD 1,000 million-barrier. That deal was worth USD 1,331m and took the form of a capital increase by Brazilian motorway operator CCR. Proceeds have been earmarked for strengthening the group’s cash structure, as well as maintenance, expansion and diversification of its concessions network. That deal dwarfed the second-placed deal in Q1 as German brewer Bavaria agreed to pick up Brazilian beer maker Brasil Kirin for USD 706m. Only one other deal was worth over USD 500m as Delta Air Lines upped its holding in Grupo Aeromexico from 4% to 36% for USD 609m. In all, 15 of the quarter’s top 20 deals by value featured Brazilian targets, while Mexico was targeted in three deals and Chile featured in two.

Report: https://goo.gl/TFGDwH Gamechangers 118


r epo rt

Monthly M&A Insider

IDER A INS Y M& L H T MON PORT

KET RE

RMAR

GE A MER

TY ACTIVI M&A OBAL ON GL

2017 MAY

The Monthly M&A Insider explores the global M&A market with respect to the numbers, movements and trends, as well as revealing the top financial and legal advisers – globally and across six regions (North America, Central and South America, Europe, Middle East and Africa, Asia-Pacific and Japan). Despite an optimistic start to 2017 with the strongest January on record, the deal market faltered throughout the rest of Q1. In April, we saw more of the same. Overall deal volume was down by 530 deals on April 2016, however value inched higher with US$229.96bn worth of deals versus US$221.4bn. This volume decline came against the backdrop of political unrest that shows few signs of being resolved. Indeed, uncertainties over Brexit, the policies of the Trump administration, and the lead-up to elections in France and Germany have provided dealmakers with reason to pause. However, this caution is producing fewer deals of higher valuation as the number of megadeals also increases. North America showed the greatest increase in deal value of all regions for April, buoyed by five megadeals worth more than US$4bn each, making up half of total deal value for the month. One such deal was April’s largest transaction: US-based Becton Dickinson’s US$23.4bn purchase of rival medical supply manufacturer CR Bard. Private equity also took a cautious approach to activity in April, with buyouts down by 17% in value compared to the same period in 2016 and 89 fewer transactions. The value of exit activity rose, however, with 149 sales valued at US$42.5bn last month, compared to 168 exits worth US$26.6bn a year ago.

Report: https://goo.gl/1WL8ch 119 Gamechangers


r epo rt

Automation Market – HW&Co. Whitepaper – Spring 2017

arket

tion M

ma Auto

Co. W

HW&

aper

hitep

7

g 201

Sprin

SIPC, at RA and office of FIN mber registered Wales and mewith its land and thority. Eng law -dealer t Au ies for Conduc iness. broker English ial bus isteredted under of Compan Financ duct , a reg ar s LLC y incorpora Registr ted by theCo. Ltd con the & William companred with and regula liams Harris rris Wil ed by ate limited, registe horized Ha vid are proich is a priv 3AE, UKLtd is aut s LLC and liam servicesLtd, wh don EC4A s & Co. king rris Wil Co. liam ent banliams & Street, Lonrris Wil which Ha Investmrris Wil Andrew 8852). Ha e under and Ha or, 6 St. ber 707a trade nam is 5th Flo ation num & Co. (registr Williams Harris

ha www.

illiam

rrisw

s.com

The firm’s Energy, Power & Infrastructure Group recently distributed an Infrastructure Services whitepaper. This is an update to the 2015 whitepaper and provides up to date end market dynamics detailing the U.S. industrial services market for energy, power, and heavy industrial infrastructure. Overview Over the past decade, as companies have searched for ways to maintain the competitive position of their global business operations, the adoption and use of automation systems has grown at an increasing rate. Cited for its ability in advancing product quality and improving resource yield, while reducing waste, decreasing labor costs, and expanding production flexibility, the annual global spend on automation systems increased by more than 140%, from $65 billion in 2000 to $155 billion in 2016. Owing to continued technology advancements, such as machine vision, improved sensors, flexible robotic platforms, and innovative end-of-arm tool instruments, all which have and will continue to enable expanded automation adoption, annual global automation spend is expected to increase to over $300 billion by 2020. This spend is expected to increase to over $600 billion in future years as automation systems become more interconnected within process operations through data analytics and Internet of Things connectivity, as well as the anticipation of completely autonomous systems through artificial intelligence platforms.

Report: https://goo.gl/wHzHTc Gamechangers 120


r epo rt

Vistra 2020 Shines Spotlight on Threats to Globalisation and Privacy in the Trust and Corporate Services Industry Vist r The a 2020 Unc The erta State Tran inty sform of the T ru

Prin ciple

ativ e Fac st, Fund a tors , Ad nd Corp apta tion orate S , and ervic e Gro wth s Indust ry 2 017 :

The aftershocks of a series of major world events, including Brexit and the US election result, are threatening the notion of globalisation, unsettling the trust and corporate services sector, a new report from Vistra has found. Titled ‘Vistra 2020: The Uncertainty Principal’, the report has highlighted the collective impact of major events involving global geopolitics, technology and regulation. Now in its seventh year, the annual report invited respondents from a wide range of industry segments to share their experiences and views to shine a light on the current state of the industry and its future. The Vistra 2020 survey had almost 600 respondents, close to double the number of participants from previous years, and from a wider geographical span. Globalisation, privacy and technology, and the uncertainty surrounding these factors, attracted significant attention in the Vistra 2020 report as a result of the major geopolitical, geostrategic and economic shifts the world has recently undergone. The anti-globalisation sentiment has strengthened with time; the US election, Brexit and the popularity of political figures in Europe such as Geert Wilders and Marine Le Pen are all indicators of a retreat to more closed economies. The anti-globalisation sentiment not only threatens the industry, but could also lead to more regulations hindering cross-border flows. While the days when the industry could protect and assure client privacy are long gone, the report observed that privacy is still considered a leading business driver. Despite this, a systematic erosion of privacy in pursuit of tax gains is evolving across jurisdictions globally, and those who have managed to maintain a higher degree of privacy often garner suspicion. As the regulatory environment becomes more complex, the industry has continued to become increasingly dependent on technology, the Vistra 2020 report found.

Report: https://goo.gl/HeTAuk 121 Gamechangers


GameChangers™ is a network for today’s most influential organisations and individuals. We offer insight into every facet of leaders’ professional lives by telling their stories - from department structure and team management to intellectual property and emerging technology. With engaging editorial, we bring local and global innovators across industries together to share their stories, learn from each other and connect. GameChangers™ is an opportunity for you to become a part of the larger corporate community by discussing your work from your perspective. By conveying these successes, our goal is to create a space for all leaders to share and learn as we all navigate an increasingly complex business environment. GameChangers™ welcomes news and views from its readers. Correspondence should be sent to gamechangers@acq5.com For more information about GameChangers™ visit www.acq5.com/posts/gamechangers/ GameChangers™ Copyright © 2017 GameChangers™ No part of this magazine may be reproduced, stored in a retrieval system or transmitted in any form without permission.


Issuu converts static files into: digital portfolios, online yearbooks, online catalogs, digital photo albums and more. Sign up and create your flipbook.